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United States
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (date of earliest event reported): April 11, 2022

 

Pineapple Energy Inc.

  (Exact name of Registrant as Specified in its Charter)  

 

 

Minnesota

  (State Or Other Jurisdiction Of Incorporation)  

001-31588   41-0957999
(Commission File Number)   (I.R.S. Employer Identification No.)

 

10900 Red Circle Drive

Minnetonka, MN

  55343
(Address of Principal Executive Offices)   (Zip Code)

 

(952) 996-1674

  Registrant’s Telephone Number, Including Area Code  

 

Securities registered pursuant to Section 12(b) of the Act

 

Title of Each Class Trading Symbol Name of each exchange on which registered
Common Stock, par value, $.05 per share PEGY Nasdaq

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

Item 8.01.Other Events

On April 11, 2022, Pineapple Holdings, Inc (the "Company") entered into a Second Amendment to Purchase Agreement ("Second Amendment") to the Purchase Agreement dated November 18, 2021, as amended pursuant to a First Amendment to Purchase Agreement dated February 15, 2022 ("Purchase Agreement") with Buhl Investors LLC, a Minnesota limited liability company, or its assigns ("Buyer") for the sale of the Company's headquarters building ("the Building") located at 10900 Red Circle Drive, Minnetonka, Minnesota, for $6.8 million.

Among other things, the Second Amendment extends the Contingency Termination Date, as defined in the Purchase Agreement, from April 11, 2022 to April 26, 2022, and the Closing Date, as defined in the Purchase Agreement, to on or before May 11, 2022.

The closing of the transaction is subject to a number of closing conditions, including Buyer's ability to complete due diligence by the Contingency Termination Date, Buyer's ability to obtain regulatory approval for its intended use of the property as a multi-tenant office building, as well as the Company and Buyer negotiating and entering a lease agreement under which the Company or an affiliated company would lease a portion of the space within the Building.

The foregoing description of the Second Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Second Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01.Financial Statements and Exhibits.

 

(d) Exhibits.

 

The following exhibit is filed with this Form 8-K.

 

Exhibit Number Exhibit
10.1 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.

 

 

SIGNATUREs

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  PINEAPPLE HOLDINGS, INC
   
  By: /s/ Mark D. Fandrich
    Mark D. Fandrich, Chief Financial Officer
     
Date: Date: April 13, 2022