Attached files
| file | filename |
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| EX-10.2 - PROMISSORY NOTE PAYABLE TO KLUSMAN FAMILY HOLDINGS, LLC. - Chee Corp. | exhibit_10-2.htm |
| EX-10.1 - PROMISSORY NOTE PAYABLE TO FARM HOUSE PARTNERS. - Chee Corp. | exhibit_10-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
8-K
CURRENT
REPORT PURSUANT TO
SECTION
13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
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Date of report (Date of earliest event reported): December 8,
2020
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CHEE
CORP.
(Exact Name of Registrant as Specified in Charter)
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Nevada
(State or Other Jurisdiction
of Incorporation)
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333-216868
(Commission
File Number)
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32-0509577
(IRS Employer
Identification No.)
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1206 E. Warner Road, Suite 101-l, Gilbert, AZ 85296
(Address of Principal Executive Offices) (Zip
Code)
480-225-4052
(Registrant’s
telephone number, including area code)
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:
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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None
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None
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None
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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 (17 CFR
§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934
(17 CFR §240.12b-2).
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. ☐
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1
Item
1.01
Entry
into a Material Definitive Agreement
On
December 8, 2020, Chee Corp. (the “Company”) executed a
Promissory Note payable to Farm House Partners, LLC (“Farm
House”), as lender, pursuant to which the Company borrowed
$20,000. The note matures on January 31, 2021. The note is
unsecured and bears no interest, and the unpaid principal may be
accelerated upon an event of default as defined
thereunder.
Farm
House is the owner of approximately 78.8% of the shares of common
stock of the Company and Michael Witherill, the Company’s
CFO, Secretary, Treasurer, and Vice-Chair, is the manager of Farm
House.
On
January 12, 2021, the Company executed a Promissory Note payable to
Klusman Family Holdings, LLC, as lender, pursuant to which the
Company borrowed $100,000. The note matures on June 30, 2021. The
note is unsecured, bears interest at a rate of 10% per annum, and
the unpaid principal and interest may be accelerated upon an event
of default as defined thereunder.
Aaron Klusman is the sole member and manager of Klusman Family
Holdings, LLC. Mr. Klusman is also Chief Executive Officer and
Chairman of the Board of the Company. The Company and Mr. Klusman are also parties to a
Letter of Intent dated December 15, 2020, as disclosed in the Form
10-Q filed on December 21, 2020.
The descriptions of the promissory notes are only summaries of the
material terms of the notes, do not purport to be complete
descriptions of the notes, and are qualified in their entirety by
reference to the notes, copies of which are filed as Exhibits 10.1
and 10.2 and incorporated herein by reference.
Item
2.03
Creation
of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant
The
information set forth in Item 1.01 is incorporated by reference
into this Item 2.03.
Item
3.02
Unregistered Sales of Equity Securities
On
January 8, 2021, the Company entered into a Subscription Agreement
with Lawrence M. Silver pursuant to which the Company sold 400,000
shares of its common stock for a purchase price of $400,000. The
securities were sold in a transaction exempt from registration
under the Securities Act of 1933, as amended, in reliance on
Section 4(a)(2) thereof and Rule 506 of Regulation D
thereunder.
Item
9.01
Financial
Statements and Exhibits.
(d)
Exhibits.
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:
January 12, 2021
Chee
Corp., a Nevada corporation
By: /s/ Mike
Witherill
Mike Witherill, CFO, Secretary, and
Treasurer
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