UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
(Exact Name of Registrant as Specified in its Charter)
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| (Address of Principal Executive Offices) | (Zip Code) |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
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| ITEM 1.01 | Entry into a Material Definitive Agreement |
On May 7, 2024, Focus Universal Inc. (the “Company”) entered into an agreement (the “Agreement”) with Silver Music LLC (the “Buyer”) to sell and leaseback the Company’s warehouse located at 2311 E. Locust Street, Ontario, California 91761 (the “Property”). The purchase price for the Property is $7,460,000 with $2,611,087.50 paid directly to the Company in cash, and the remaining $4,849,162.50 to be financed by the Buyer and paid to the Company upon approval of the financing. The Agreement allowed for a contingency period of thirty-five days and includes a requirement for Buyer to deposit $100,000 into escrow, which has been satisfied. Additional contingencies are set forth in the Agreement and the closing date will occur 30 days after their satisfaction or waiver.
In addition, on July 8, 2024, the Company entered into a Standard Industrial/Commercial Single-Tenant Lease (the “Lease”) with the Veena Asset Management, LLC to lease the Property for one year commencing at the close of escrow and ending on July 31, 2025. Base monthly rent is $16,804, with a total of $58,812 due upon execution of the lease.
The foregoing summary of the terms and conditions of the Agreement, Lease, Guaranty of Lease, and Rent Adjustments are attached to this Current Report on Form 8-K as Exhibits 10.1, 10.2, and 104 respectively are incorporated by reference into this Item 1.01.
| ITEM 9.01 | Financial Statements and Exhibits |
(d) Exhibits
| Exhibit No. | Description |
| 10.1 | Standard Offer, Agreement, and Escrow Instructions between Silver Music LLC and Focus Universal Inc. dated May 7, 2024 |
| 10.2 | Standard Industrial/Commercial Single-Tenant Lease between Veena Asset Management LLC and Focus Universal Inc. dated July 8, 2024 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
| 2 |
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: July 17, 2024 |
| FOCUS UNIVERSAL, INC. | ||
| By: | /s/ Desheng Wang | |
| Name: | Desheng Wang | |
| Title: | Chief Executive Officer | |
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Exhibit Index
| Exhibit No. | Description |
| 10.1 | Standard Offer, Agreement, and Escrow Instructions between Silver Music LLC and Focus Universal Inc. dated May 7, 2024 |
| 10.2 | Standard Industrial/Commercial Single-Tenant Lease between Veena Asset Management LLC and Focus Universal Inc. dated July 8, 2024 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
| 4 |