Blog: PINEAPPLE ENERGY INC. : Completion of Acquisition or Disposition of Assets, Change in Directors or Principal Officers, Regulation FD Disclosure, Financial Statements and Exhibits (form 8-K) – Marketscreener.com

Item 2.01. Completion of Acquisition or Disposition of Assets.

On June 10, 2022, Pineapple Energy Inc. (the “Company”) completed the previously
announced transaction contemplated by the Purchase Agreement, dated November 18,
2021, as amended pursuant to that certain (i) First Amendment to Purchase
Agreement, dated February 15, 2022, (ii) Second Amendment to Purchase Agreement,
dated April 11, 2022, (iii) Third Amendment to Purchase Agreement, dated April
25, 2022, and (iv) Fourth Amendment to Purchase Agreement, dated May 26, 2022
(collectively, as amended, the “Purchase Agreement”) by and between the Company
and Buhl Investors LLC, a Minnesota limited liability company, or its assigns,
for the sale of the Company’s headquarters building (the “Building”) located at
10900 Red Circle Drive, Minnetonka, Minnesota.

Pursuant to the Purchase Agreement, the Company sold the Building for $6.5
million cash. The net proceeds from the sale are expected to be distributed to
holders of the Company’s contingent value rights by July 30, 2022, after certain
adjustments are made for commissions, fees, closing expenses, and any reserves
required under terms of the recently completed merger of Pineapple Energy LLC
with Communications Systems, Inc., including, without limitation, the
application of $410,000 of the proceeds to offset rent payable by the Company
during the first 24 months following the commencement date of the lease
described below.

Simultaneously with the closing of the sale of the Building, the Company entered
into a five-year lease agreement to lease approximately 8,590 square feet of the
Building, with an option to renew the lease thereafter for five additional
years.

The foregoing descriptions are not intended to be complete descriptions of the
Purchase Agreement or the transactions contemplated therein and are qualified in
their entirety by reference to the full text of the Purchase Agreement and its
amendments, copies of which are filed or incorporated by reference as Exhibits
10.1 through 10.5 attached hereto.

Item 5.02. Departure of Directors or Certain Officers; Election of Directors;

            Appointment of Certain Officers; Compensatory Arrangements of Certain
            Officers.


On June 15, 2022, the Company announced that Mark Fandrich would be resigning
from his position as Chief Financial Officer, effective on the date the Company
files its second quarter Form 10-Q (the “Effective Date”), which is currently
anticipated to be August 12, 2022. Mr. Fandrich is expected to continue in his
role until the Effective Date. The Company’s Board of Directors intends to
initiate a search for Mr. Fandrich’s replacement.

Item 7.01. Regulation FD Disclosure.

On June 15, 2022, the Company issued two press releases announcing the events
disclosed above, the texts of which are furnished as Exhibits 99.1 and 99.2
attached hereto and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

The following exhibits are filed or furnished, as applicable, with this Current
Report on Form 8-K.

Exhibit
Number     Exhibit
  10.1       Purchase Agreement, dated November 18, 2021, between Communications
           Systems, Inc. and Buhl Investors LLC, a Minnesota limited liability
           company, or its affiliated assignee with respect to property at 10900
           Red Circle Drive, Minnetonka, Minnesota (incorporated by reference to
           Exhibit 10.1 to the Company's Current Report on Form 8-K filed on
           November 23, 2021)
  10.2       First Amendment to Purchase Amendment, dated February 15, 2022, to
           Purchase Agreement, dated November 18, 2021, between Communications
           Systems, Inc. and Buhl Investors LLC, a Minnesota limited liability
           company, or its affiliated assignee with respect to property at 10900
           Red Circle Drive, Minnetonka, Minnesota (incorporated by reference to
           Exhibit 10.1 to the Company's Current Report on Form 8-K filed on
           February 16, 2022)
  10.3       Second Amendment to Purchase Amendment, dated April 11, 2022, to
           Purchase Agreement, dated November 18, 2021, as amended, between the
           Company and Buhl Investors LLC, with respect to property at 10900 Red
           Circle Drive, Minnetonka, Minnesota (incorporated by reference to
           Exhibit 10.1 to the Company's Current Report on Form 8-K filed on
           April 13, 2022)
  10.4       Third Amendment to Purchase Amendment, dated April 25, 2022, to
           Purchase Agreement, dated November 18, 2021, as amended, between the
           Company and Buhl Investors LLC, with respect to property at 10900 Red
           Circle Drive, Minnetonka, Minnesota (incorporated by reference to
           Exhibit 10.1 to the Company's Current Report on Form 8-K filed on
           April 28, 2022)
  10.5       Fourth Amendment to Purchase Amendment, dated May 26, 2022, to
           Purchase Agreement, dated November 18, 2021, as amended, between the
           Company and Buhl Investors LLC, with respect to property at 10900 Red
           Circle Drive, Minnetonka, Minnesota
  99.1       Pineapple Energy, Inc. Press Release, dated June 15, 2022, regarding
           sale of headquarters building
  99.2       Pineapple Energy, Inc. Press Release, dated June 15, 2022, regarding
           Chief Financial Officer transition
104        Cover Page Interactive Data File (formatted as Inline XBRL)

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