Item 1.01 Entry into a Material Agreement

Effective October 15, 2020, Bridgeway entered into two purchase agreements (the "Purchase Agreements") pursuant to which we agreed to acquire 100% of the outstanding capital stock of Merchandize Liquidators, Inc., a Miami-Florida based direct wholesale and retail liquidator of surplus merchandise ("MLI").

The first Purchase Agreement with CW Merchandize Liquidators, LLC ("CW Merchandize"), the minority shareholder of MLI (the "CW Merchandize Purchase Agreement"), provides for the acquisition of CW Merchandize's shares in MLI in exchange for payment of cash consideration of $6.999 million. The second Purchase Agreement with Edgar Martinez, the majority shareholder of MLI (the "Martinez Purchase Agreement"), provides for the acquisition of his shares in MLI in exchange for the issuance of 252,644,000 shares of Bridgeway Class A Common Stock.

In addition to the above terms, the Purchase Agreements contain customary representations, warranties, covenants and indemnities of the parties. Closing of the transactions contemplated by the CW Merchandize Purchase Agreement and the Martinez Purchase Agreement is contingent, among other matters, on the contemporaneous closing under both Purchase Agreements.

The foregoing summary of the Purchase Agreements does not purport to be complete and is subject to and qualified in its entirety by the full texts of the CW Merchandize Purchase Agreement and the Martinez Purchase Agreement, copies of which are filed as Exhibit 10.1 and Exhibit 10.2 to this report respectively and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.





(d) Exhibits

10.1 Purchase Agreement dated October 15, 2020 by and between Bridgeway

National Corp. and CW Merchandize Liquidators, LLC.

10.2 Purchase Agreement dated October 15, 2020 by and between Bridgeway

National Corp. and Edgar Martinez.

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