Attached files
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| EX-99.1 - PRESS RELEASE - GILLA INC. | glla_ex991.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF EARLIEST EVENT REPORTED – July 16, 2018
GILLA INC.
(Exact
Name of Registrant as Specified in its Charter)
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NEVADA
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000-28107
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88-0335710
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(State
or other jurisdiction of
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(Commission
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(IRS
Employer
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incorporation)
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File
Number)
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Identification
Number)
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475 Fentress Blvd., Unit L, Daytona Beach, Florida
32114
(Address of principal executive offices)
(416) 843-2881
(Registrant’s
telephone number, including area code)
N/A
(Former
name or former address, if changed since last report)
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
☐
Soliciting
material pursuant to Rule 14a-12 under the Exchange
Act
☐
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange
Act
☐
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange
Act
Indicate
by check mark whether the registrant
is an emerging growth company as defined in 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 ☐
If an
emerging growth company, indicate by checkmark 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 8.01 Other Events.
On July
16, 2018, Gilla Inc. (“Gilla” or the
“Company”) issued a press release announcing it had
entered into a letter of intent (the “LOI”) to acquire
all of the issued and outstanding shares of TB INVEST BVBA
(“TB INVEST”), a Belgium-based distributor and retailer
of E-liquid and other vapor products.
Pursuant
to the LOI, a total purchase price of $15,450,000 plus an earn-out
would be payable to the vendors of TB INVEST. The total purchase
price would be payable as follows: 90,000,000 restricted common
shares of the Company issued on closing having an estimated value
of $11,700,000 based on the Company’s current stock price of
$0.13 per share; $750,000 in cash payable on closing; $3,000,000 in
promissory notes due over forty-eight (48) months from closing
bearing interest at a rate of 2% per annum and secured against the
shares of TB INVEST; and an earn-out of 6.5% of total European
revenue generated by the post-acquisition operations of the Company
and paid on incremental revenue over an annual threshold of
$10,000,000 generating minimum gross margins of 20%. The earn-out
would be paid annually to the vendors of TB INVEST for a period of
four (4) years from the closing. The LOI and closing of the
transaction are subject to board approval, confirmatory due
diligence on both parties and approval from any applicable
regulatory body or exchange if so required.
A copy
of such press release is attached hereto as Exhibit 99.1 and
incorporated herein by reference.
Item 9.01 Financial Statements and
Exhibits.
(d) Exhibits
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Exhibit
No.
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Description
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Press Release dated July 16, 2018
from Gilla 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, thereunto duly authorized.
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GILLA
INC.
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Date:
July
20, 2018
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By:
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/s/
Graham
Simmonds
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Name:
Graham
Simmonds
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Title:
Chief
Executive Officer
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