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 Report (date of earliest event reported): January 18, 2018
AMERICANN, INC.
------------------------------
(Exact name of registrant as specified in its charter)
Delaware 000-54231 27-4336843
---------------------------- ------------------- ------------------
(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification No.)
3200 Brighton Blvd., Unit 144
Denver, CO 80216
------------------------------------
(Address of principal executive offices, including Zip Code)
Registrant's telephone number, including area code: (303) 862-9000
------------------------------------------
(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 obligations 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-14(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 Rule 405 of the Securities Act of 1933 (ss.203.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 (ss.204.12b-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. [ ]
Item 8.01 Other Events
Beginning September 21, 2014, we entered into a series of agreements with
Wellness Group Pharms, LLC ("WGP"), an entity that was pursuing licenses to
operate marijuana cultivation facilities under the Illinois Compassionate Use of
Medical Cannabis Pilot Program Act. On February 2, 2015 WGP was granted a
license to operate a cultivation facility. As amended, these agreements
provided, among other things, that we were to provide working capital advances
to WGP, with any advances accruing interest at a rate of 18% per annum.
Between February 2015 and April 2015, we made working capital advances to
WGP totaling $673,294. We also funded costs totaling $332,357 to begin
construction of WGP's cultivation facility. Due to WGP's failure to comply with
the terms of these agreements, and repeated lack of good faith and fair dealing,
we terminated the agreements with WGP.
On April 7, 2017 we filed an arbitration claim against WGP. The arbitration
hearing commenced on January 8, 2018 and concluded on January 10, 2018.
On January 18, 2018, the arbitration panel awarded us $1,045,000, plus
interest at the rate of 18% per year from April 18, 2015 to January 18, 2018 for
$523,023. In addition to the principal and interest awarded of $1,568,023, we
were also awarded our attorneys' fees and arbitration fees.
2
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 22, 2018. AMERICANN, INC.
By: /s/ Timothy Keogh
-------------------------------
Timothy Keogh, Chief Executive Officer
3