Item 8.01. Other Events
On
The LOI contemplates the acquisition of SGL, by SGLA. SGL, which owns and
operates
The LOI proposes that SGLA would acquire 100% of the issued and outstanding
stock of SGL in exchange for the newly issued SGLA stock issuance to the
shareholders of 142,853,004 shares of common stock, and 15,872,556 shares of
Convertible Preferred Stock, par value
Completion of the transaction is subject to, among other matters, the completion
of due diligence, the negotiation of a definitive agreement providing for the
transaction and employment agreements, satisfaction of the conditions negotiated
therein and approval of the transaction by SGLA's board of directors, and all
applicable state and federal law. No assurance can be given that the parties
will be able to negotiate and execute a definitive agreement or that the
transactions herein contemplated will close. SGLA will file notice of such
agreement with the
Statements contained in this Current Report on Form 8-K include "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements involve known and unknown risks, uncertainties and other factors which could cause the actual results expressed or implied by such forward-looking statements not to occur or be realized. Forward-looking statements may be identified by the use of forward-looking terminology such as "may", "will", "project", "expect", "believe", "estimate", "anticipate", "contemplate", "propose", "intend", "continue" or similar terms, variations of those terms or the negatives of those terms or other variations of those terms or comparable words or expressions.
Item 9.01 Financial Statements and Exhibits.
Number Description 99.2 Letter of Intent datedMarch 1, 2023 104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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