Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Richard Hylen
Effective January 1, 2021, Richard Hylen and Simlatus Corporation (the
"Company") entered into an Employment Agreement pursuant to which (i) Mr. Hylen
is employed as the Company's Chairman and Secretary, and as the President,
Treasurer and Secretary of Satel Group, Inc., a wholly-owned subsidiary of the
Company. Following the execution of the Employment Agreement, effective January
1, 2021, Mr. Hylen no longer serves as the Company's Chief Executive Officer.
Pursuant to the Employment Agreement, Mr. Hylen will be employed on at-will
basis and receive an annual salary of $200,000 payable in monthly installments,
with unpaid amounts accruing interest at the rate of 6% per annum. Unpaid salary
may be converted by Mr. Hylen into shares of Series A Preferred Stock of the
Company. Mr. Hylen will also be issued 500 shares of Series B Preferred Stock
pursuant to the Employment Agreement.
The foregoing description of the Employment Agreement between the Company and
Mr. Hylen is qualified in its entirety by reference to the actual terms of the
Employment Agreement, which has been filed as Exhibit 10.1 to this Current
Report on Form 8-K, and which is incorporated herein by reference.
Jeff Lewis
Effective January 1, 2021, Jeffrey Lewis and the Company entered into an
Employment Agreement pursuant to which Mr. Lewis has been appointed a Director
of the Company, and its Chief Executive Officer, President and Treasurer.
Jeffrey Lewis, age 47, is the founder of BrewBilt Manufacturing LLC, and the
Chairman and CEO of BrewBilt Manufacturing, Inc., a multiple million dollar
craft beer brewery manufacturing facility in Northern California. Mr. Lewis has
over 15 years of experience in managing, engineering, design and fabrication
teams that custom design and fabricate integrated stainless steel distillation
and brewing systems for the craft beer beverage industries.
Pursuant to the Employment Agreement, Mr. Lewis will be employed on at-will
basis and receive an annual salary of $200,000 payable in monthly installments,
with unpaid amounts accruing interest at the rate of 6% per annum. Unpaid salary
may be converted by Mr. Lewis into shares of Series A Preferred Stock of the
Company. Mr. Lewis will also be issued 500 shares of Series B Preferred Stock
pursuant to the Employment Agreement.
The foregoing description of the Employment Agreement between the Company and
Mr. Lewis is qualified in its entirety by reference to the actual terms of the
Employment Agreement, which has been filed as Exhibit 10.2 to this Current
Report on Form 8-K, and which is incorporated herein by reference.
Samuel Berry
Effective January 1, 2021, Samuel Berry and the Company entered into an
Employment Agreement pursuant to which Mr. Berry has been appointed a Director
of the Company and its Chief Operations Officer.
Samuel Berry, age 43, is a graduate from Keene State College in New Hampshire
with a Bachelor of Science, and a graduate of Florida International University
with a Master of Science. Mr. Berry is a Director of BrewBilt Manufacturing
Inc., and experienced with the operations of a public craft beer manufacturing
business. With over 15 years of business experience in management, he will
oversee the Company's operations.
Pursuant to the Employment Agreement, Mr. Berry will be employed on at-will
basis and receive an annual salary of $100,000 payable in monthly installments,
with unpaid amounts accruing interest at the rate of 6% per annum. Unpaid salary
may be converted by Mr. Berry into shares of Series A Preferred Stock of the
Company. Mr. Berry will also be issued 27,933 shares of Series A Preferred Stock
of the Company pursuant to the Employment Agreement.
The foregoing description of the Employment Agreement between the Company and
Mr. Berry is qualified in its entirety by reference to the actual terms of the
Employment Agreement, which has been filed as Exhibit 10.3 to this Current
Report on Form 8-K, and which is incorporated herein by reference.
Director's Agreement
Each of Richard Hylen, Jeffrey Lewis and Samuel Berry have entered into a
Director's Agreement with the Company pursuant to which each of them will be
issued 13,966 shares of Series A Preferred Stock for serving as a Director of
the Company during 2021, and be paid $250 for participating in each meeting of
the Company's Board of Directors. The foregoing description of the Director's
Agreement between the Company and each of its Directors is qualified in its
entirety by reference to the actual terms of the Director's Agreement, which has
been filed as Exhibit 10.4 to this Current Report on Form 8-K, and which is
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Employment Agreement between Simlatus Corporation and Richard Hylen,
10.1 dated as of January 1, 2021
Exhibit Employment Agreement between Simlatus Corporation and Jeffrey Lewis,
10.2 dated as of January 1, 2021
Exhibit Employment Agreement between Simlatus Corporation and Samuel Berry,
10.3 dated as of January 1, 2021
Exhibit Form of Director's Agreement of Simlatus Corporation, dated as of
10.4 January 1, 2021
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BRET BREWPAR 
