Attached files
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| EX-10.1 - COMMERCIAL CONTRACT - SOLITRON DEVICES INC | sodi_ex101.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
Date of report
(Date of earliest event reported): March 1,
2021
Solitron
Devices, Inc.
(Exact Name of
Registrant as Specified in Its Charter)
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Delaware
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001-04978
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22-1684144
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(State or
Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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3301 Electronics Way, West Palm Beach,
Florida
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33407
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(Address of
Principal Executive Offices)
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(Zip
Code)
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(561) 848-4311
(Registrant’s
Telephone Number, Including Area Code)
(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 (see General Instruction A.2.
below):
☐
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))
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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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 ☐
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.
☐
Section 1 – Registrant's Business and Operations
Item 1.01. Entry into a Material Definitive Agreement.
On
March 1, 2021 (the “Effective Date”), Solitron Devices,
Inc. (the “Company”) entered into a Commercial Contract
(the “Agreement”) with 901 Sansbury, LLC (the
“Seller”). Under the terms of the Agreement, the
Company has agreed to buy, and the Seller has agreed to sell (the
“Transaction”), a facility and real estate property
located in West Palm Beach, Florida (the “Property”)
for a purchase price of Four Million Two Hundred Thousand
Dollars ($4,200,000.00) (the “Purchase Price”). The
Company intends to relocate its current manufacturing operations
and corporate headquarters to the Property. The Company expects the
Transaction to close on April 15, 2021, unless extended (the
“Closing”). Notwithstanding anything to the contrary in
the Agreement, the Company has thirty (30) days from the Effective
Date to conduct its due diligence to determine if the property is
suitable, at the Company's sole and absolute discretion. The
Company anticipates obtaining third-party mortgage financing in the
amount of Two Million Nine Hundred and Forty Thousand Dollars
($2,940,000) within forty-five (45) days of the Effective Date. If
the Company is unable to obtain third-party mortgage financing, the
Agreement provides that the Company is to pay the remaining
Purchase Price at closing in cash and in that case extends the
closing to April 30, 2021.
The
Purchase Price includes a deposit to be made by the Company within
three (3) days after the Effective Date of Two Hundred Thousand
Dollars ($200,000.00) to be held in escrow until Closing which
amount shall be refundable to the Company upon certain conditions
set forth in the Agreement, including if the Transaction is not
consummated as a result of the Seller's default or if the Company
elects to terminate the Agreement during the due diligence
period.
The
Closing is subject to certain customary conditions and
provisions.
The
Company’s current manufacturing operations and corporate
headquarters are located in one leased facility in West Palm Beach,
Florida. The lease is for a term ending on December 31, 2021 and
includes an option to renew the lease for an additional five years
beginning on January 1, 2022 under current terms. Assuming the
Company closes the above Transaction within the anticipated
timeline, it expects to begin making the necessary improvements to
the property in order to completely relocate its manufacturing
operations and corporate headquarters later in the calendar
year.
The
foregoing summary of the Agreement and the Transaction contemplated
thereby do not purport to be complete and are qualified in their
entirety by reference to the Agreement, a copy of which is
respectively filed as Exhibit 10.1 hereto and is incorporated
herein by reference.
Section 2 – Financial Information
Item
2.03
Creation
of a Direct Financial Obligation or under an Off-Balance Sheet
Arrangement of a Registrant.
The
information set forth in Item 1.01 is hereby incorporated by
reference into this Item 2.03.
Section 9 – Financial Statements and Exhibits
Item
9.01.
Financial
Statements and Exhibits.
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Exhibit No.
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Description
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Commercial
Contract, dated as of March 1, 2021, by and between Solitron
Devices, Inc. and 901 Sansbury, LLC.
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SIGNATURE
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.
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Date: March 4,
2021
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SOLITRON
DEVICES, INC.
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By:
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/s/ Tim
Eriksen
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Tim
Eriksen
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Chief Executive
Officer and
Interim Chief
Financial Officer
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