8-K - CPMD - Equibles

U.S. SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form8-K

Current Report Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

June 6, 2020

Cannapharmarx,Inc.

(Exact name of small business issuer as specified in its charter)

Delaware	000-27055	24-4635140
(State or other jurisdiction<br><br> <br>of incorporation)	(Commission File Number)	(IRS Employer ID No.)

3600

888-3^rd^ Street SW

Calgary, Alberta,Canada T2P5C5

(Address of principal executive offices)

(949) 652-6838

(Issuer’s Telephone Number)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b2 of the Securities Exchange Act of 1934 (§240.12b2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 1.02 Termination of a Material Definitive Agreement

On June 8, 2020 we received notice from Sunniva, Inc. of its exercise of its rights to terminate that Purchase Agreement dated June 11, 2019, as amended, wherein we had agreed to purchase Sunniva’s wholly-owned subsidiaries Sunniva Medical Inc. and 1167025 B.C. LTD.

Item 7.01 Regulation FD Disclosure

Attached is a copy of a press release being issued by us relating to the termination of the Purchase Agreement described in Item 1.02 above., a copy of which is attached as Exhibit 99.1 and is hereby incorporated.

Item9.01 Financial Statements and Exhibits.

(c) Exhibits.

Number	Exhibit
99.1	Press Release Announcing the termination of our Agreement with Sunniva, Inc.

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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.

Dated: June 10, 2020	CANNAPHARMARX, INC.
	By:	/s/Dominic Colvin
		Dominic Colvin<br><br>Chief Executive Officer

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Exhibit 99.1

For Immediate Release

June 10, 2020

Sale ofSunniva Medical to CannapharmaRx

is Terminated

CannapharmaRx turns its attention toacquiring

a revenue producing property

Calgary, Alberta, June 10, 2020 -- CannaPharmaRx, Inc. (OTC Pink Sheets: “CPMD”) a future leader in ultramodern, highly efficient cannabis production facilities in Canada and the US, announced today that the Company has been notified by Sunniva, Inc. that it has terminated the sale of their wholly-owned subsidiaries Sunniva Medical Inc. and 1167025 B.C. LTD, to CannaPharmaRx Inc.

“We are working through this termination letter and carefully weighing our options,” said Nick Colvin, CEO of CannaPharmaRx. “We have various other agreements that we are cautiously optimistic of consummating. We will update our shareholders as soon as we close an acquisition” added Colvin.

About CannaPharmaRx, Inc.

CannaPharmaRx is focused on the acquisition and development of state-of-the-art cannabis grow facilities located in Canada and the US. CPMD owns a 48,500 square foot cannabis grow facility presently under development and is currently in discussion with other companies regarding potential acquisitions. CannaPharmaRx’s business strategy is to become a leader in high quality and low-cost production of cannabis through the development, acquisition and enhancement of existing facilities. CannaPharmaRx is committed to operating high quality facilities utilizing the latest technology in combined heat and power generation to ensure being a low-cost producer of cannabis. CannaPharmaRx is in the process of completing an application to list its common stock on the Canadian Stock Exchange with initial trading anticipated to being during the third quarter of 2020.

CautionaryNote Regarding Forward-Looking Information or Statements

This pressrelease contains forward-looking information or statements. All statements that are or information which is not historical facts,including without limitation, statements regarding future estimates, plans, programs, forecasts, projections, objectives, assumptions,expectations or beliefs of future performance, are “forward-looking information or statements”. Forward-looking informationor statements can be identified by the use of words such as “plans”, “expects” or “does not expect”,“is expected”, “estimates”, “intends”, “anticipates” or “does not anticipate”,or “believes”, or variations of such words and phrases or statements that certain actions, events or results “may”,“could”, “would”, “might” or “will” be taken, occur or be achieved. With respectto forward-looking information and statements contained herein, Management of CannapharmaRx has made numerous assumptions including,among other things, assumptions about general business and economic conditions. Such forward-looking statements are based on assumptionsand involve known and unknown risks, uncertainties and other factors that may cause actual results, events or developments to bematerially different from any future results, events or developments expressed or implied by such forward-looking information orstatements. Readers are cautioned not to place undue reliance on such forward-looking information or statements. There can be noassurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materiallyfrom those anticipated in forward-looking information or statements. CannapharmaRx assumes no obligation to update any forward-lookinginformation or statements, even if new information becomes available as a result of future events, new information or for any otherreason except as required by law.

Contact Information:

Ness Capital & Consulting

Attention: Richard Brown

rbrown@nesscc.com

(978) 767-0048