This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Such forward-looking statements can generally be identified by our use of forward-looking terminology such as “may,” “will,”
“expect,” “intend,” “anticipate,” “estimate,” “believe,” “continue,” or other similar words. Readers of this report should be aware that there are various factors that
could cause actual results to differ materially from any forward-looking statements made in this report. Factors that could cause or contribute to such differences
include, but are not limited to, changes in general economic, regulatory and business conditions in Nevada, and or changes in U.S. Federal law. Accordingly,
readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this report.
Item 8.01. OTHER EVENTS
On or about May 7, 2021, the Company’s wholly owned subsidiary, Red Earth, LLC (the “Subsidiary”), received an inquiry from the State of Nevada Cannabis
Compliance Board (“CCB”) regarding the transfer of ownership of the Subsidiary from its previous owners to the Company. The CCB has determined that the
transfer was not formally approved, thus a Category II violation.
On July 27, 2021, the Subsidiary entered into a Stipulation and Order for Settlement of Disciplinary Action (the “Stipulation Order”) with the CCB. Under the
terms of the Stipulation Order, the Subsidiary has agreed to present to the CCB, by not later than August 31, 2021, a plan pursuant to which the ownership of the
Subsidiary will be returned to the original owners. The Parties to the Stipulation Order resolved the matter without the necessity of taking formal action. The
Subsidiary has agreed to pay a civil penalty of $10,000, which was paid on July 29, 2021.
The foregoing provides only a brief description of the material terms of the Stipulation Order, does not purport to be a complete description of the rights and
obligations of the parties thereunder, and such description is qualified in its entirety by reference to the full text of the Stipulation Order filed as an exhibit to this
Current Report on Form 8-K and is incorporated herein by reference.