UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01. Entry into a Material Definitive Agreement.
On November 3, 2022, Sollensys Corp (the “Company”) entered into a Commercial Contract (the “Sale Agreement”), by and between the Company and EML Realty Partners, LLC (“EML”), pursuant to which the Company agreed to sell, and EML agreed to purchase, upon the terms and conditions set forth in the Sale Agreement, the Company’s headquarters property at 1470 Treeland Boulevard SE, Palm Bay, Florida (the “Property”). Pursuant to the terms of the Sale Agreement, EML agreed to pay to the Company $3,850,000 in exchange for the Property. The Sale Agreement was subject to a 30-day due diligence period and contained customary representations, warranties, and conditions.
The sale of the Property closed on January 4, 2023.
In connection with the sale of the Property, the parties also agreed to enter into a five-year office lease (“Lease”) after closing, pursuant to which EML agreed to lease to the Company the office building on the Property. In exchange, the Company agreed to pay to EML base rent as follows:
| Months | Annual Base Rent | Monthly Base Rent | |||||||
| 1-12 | $ | 308,000.00 | $ | 25,666.67 | |||||
| 13-24 | $ | 317,240.00 | $ | 26,436.67 | |||||
| 25-36 | $ | 326,757.20 | $ | 27,229.77 | |||||
| 37-48 | $ | 336,559.92 | $ | 28,046.66 | |||||
| 49-60 | $ | 346,656.72 | $ | 28,888.06 | |||||
The Company and EML entered into the Lease on January 4, 2023. In connection with entry into the Lease, and pursuant to the terms thereof, the Company delivered to EML a personal guaranty by Donald Beavers, the Company’s Chief Executive Officer and a member of the Company’s Board of Directors.
The foregoing description of the Sale Agreement and the Lease does not purport to be complete and is qualified in its entirety by the actual Sale Agreement and the Lease, copies of which are filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and incorporated herein by reference.
Item 8.01. Other Events.
The sale of the Property closed on January 4, 2023.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
| Exhibit No. | Description | |
| 10.1 | Commercial Contract, dated November 3, 2022, by and among the registrant and EML Realty Partners, LLC. | |
| 10.2 | Office Lease, dated January 4, 2023, by and among the registrant and EML Realty Partners, LLC. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Sollensys Corp | ||
| Date: January 9, 2023 | By: | /s/ Donald Beavers |
| Donald Beavers | ||
| Chief Executive Officer | ||
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