Item 1.01. Entry Into a Material Definitive Agreement
On July 15, 2020 the Company entered into an agreement to purchase all
outstanding shareholdership interests of Monochrome Corp. for 40,000,000 shares
of Firma Holdings Corp common stock. Included in the purchase agreement are
certain claw back provisions of the above shares should Monochrome Corp. not
attain specified gross revenue targets. On October 15, 2020, the Company
finalized the acquisition and commenced integration of business operations.
The full agreement can be found in exhibit 10.1 which is attached to this 8-k
filing.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On June 16, 2020 Francis R. Biscan Jr. resigned as the Chief Executive Officer
and a Director of the Company.
On June 30, 2020 Sebastien Dufort was appointed as a Director of the Company.
On July 28, 2020 David Barefoot resigned as Chief Operating Office and Board
Chairman of the Company.
Also on July 28, 2020 Sebastien Dufort was appointed as the Board Chairman and
Chief Executive Officer of the Company. The appointment was made without an
employment agreement.
On September 14, 2020, Lynda R. Keeton-Cardno resigned as the Principle
financial and Accounting Officer of the Company. Ms. Keeton-Cardno will remain
as a consultant to the Company on an as needed basis.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year.
On October 14, 2020, the Company filed new articles of incorporation in
Colorado.
ITEM 9.01 - FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits
3.1 Articles of Incorporation (Colorado)
10.1 Agreement Relating to the Acquisition of Monochrome Corp.
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