Pineapple, Inc 8-K/A, filed Mar 23, 2023
Pineapple, Inc. (PNPL)
About this 8-K/A
Pineapple, Inc filed this 8-K/A on March 23, 2023, reporting on events of March 10, 2023.
Items reported
- Item 1.01: Entered into a material agreement
- Item 2.01: Completed an acquisition or sale of assets
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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EXPLANATORY NOTE
Pineapple, Inc. (the “Company”) is filing this Amendment No. 1 (the “Amended Current Report”) to amend the Company’s Current Report on Form 8-K filed on January 3, 2023 (the “Original Report”) to update the effective date of the Binding Letter Agreement, dated January 2, 2023 by and between the Company and Jaime Ortega (the “Original Agreement”), as described therein under Item 1.01, which is hereby superseded and amended by the Amended Binding (as defined below), contained in Item 1.01 of this Amended Current Report. Except as set forth in this Amended Current Report, no other modifications have been made to the Original Report, but for ease of reference, this Amendment restates in its entirety the Original Report, as amended.
Item 1.01. Entry into a Material Definitive Agreement
On March 10, 2023, the Company entered into an Amended Binding Letter of Intent (the “Amended Letter Agreement”), effective as of December 31, 2022 (the “Effective Date”), with its Co-Founder, Jaime Ortega (“Ortega”) where the Company agreed to sell 45.17% of its equity interest (the “PVI Interest”) in Pineapple Ventures, Inc. (“PVI”), in exchange for: (i) the purchase price of twenty million (20,000,000) shares of the Company’s common stock, $0.0000001 par value per share (the “Common Stock”) and (ii) the extinguishment of all of the Company’s debt to PVI and Neu-Ventures, Inc. (“NVI”), respectively, of which both PVI and NVI are wholly owned by Ortega (the “Share Repurchase”). Following the Share Repurchase, there are 71,163,569 shares of the Company’s Common Stock, issued and outstanding.
Item 2.01 Completion of Acquisition or Disposition of Assets.
The information set forth under Item 1.01 “Entry into a Material Definitive Agreement” is incorporated by reference into this Item 2.01.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibits No |
Description | |
| 10.1 | Amended Binding Letter of Intent, dated March 10, 2023, by and between the Company and Jaime Ortega | |
| 104 | Cover Page Interactive Data File (Embedded within the Inline XBRL document and included in Exhibit) |
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.
| PINEAPPLE, INC. | ||
| By: | /s/ Shawn Credle | |
| Date: March 23, 2023 | Name: | Shawn Credle |
| Title: | Chief Executive Officer | |
Exhibit 10.1
