Item 2.01. Completion of Acquisition or Disposition of Assets.

This Current Report on Form 8-K/A amends the Current Report on Form 8-K (the "Original 8-K") filed by the Registrant on April 30, 2021 reporting under Item 2.01 the completion of its acquisition of the fixed assets of Medihemp, LLC ("Medihemp") and its wholly owned subsidiary SLAM Enterprises, LLC ("SLAM"), and Medical Cannabis Caregivers, Inc. ("Medical Cannabis"), including:

• Medihemp and SLAM's respectively own fixed assets and operations of two retail Medical Marijuana Centers located at 1004 S. Tejon Street, Colorado Springs, CO 80903, and 2727 Palmer Park Blvd. Suite A, Colorado Springs, CO 80909.

• Medical Cannabis fixed assets and operation of a retail Medical Marijuana Center located at 5875 Lehman Drive, Ste. 100, Colorado Springs, CO 80918.

• Medical Cannabis' Medical Marijuana Optional Premises Cultivation license, and Medical Marijuana-Infused Product Manufacturer license, along with fixed assets all located at 2611 Durango Drive, Colorado Springs, CO 80910.

• Associated intellectual property including assignment of the following licenses issued by the Colorado Marijuana Enforcement Division ("MED") and the corresponding City of Colorado Springs ("City"):

o Medihemp's, SLAM's and Medical Cannabis' respective Medical Marijuana Center licenses; o Medical Cannabis' Medical Marijuana Infused Product Manufacturer license; and,

o Medical Cannabis' Medical Marijuana Optional Premises Cultivation licenses.

Under the Original 8-K, the Company stated that the pro forma financial statements required by Item 9.01 would be filed by amendment to the Original 8-K no later than 71 days after the date on which the Original 8-K was required to be filed. This Current Report on Form 8-K/A amends and restates Item 9.01 of the Original 8-K to present certain financial statements of Medihemp and Medical Cannabis, which are filed as exhibits hereto and are incorporated herein by reference. Except for this Explanatory Note, the filing of the financial statements and the pro forma financial information required by Item 9.01, there are no changes to the Original 8-K.

Item 9.01. Financial Statements and Exhibits.

(a) Financial statements of business acquired.

The following consolidated financial statements of Medihemp, LLC, and its wholly owned subsidiary SLAM Enterprises, LLC, and Medical Cannabis Caregivers, Inc., and are being filed as exhibits hereto and are incorporated by reference herein:

Exhibit 99.1 - Medihemp, LLC and Medical Cannabis Caregivers, Inc. DBA Naturaleaf Combined Financial Statements For the Years Ended December 31, 2020 and 2019.

(b) Pro forma financial information.

The following pro forma financial information is being filed as an exhibit hereto and is incorporated by reference herein:

Exhibit 99.2 - Unaudited Pro Forma Condensed Consolidated Financial Information for the Year Ended December 31, 2020



(c) Not Applicable.









(d) Exhibits



Exhibit No.                         Document                        Location
23.1           Consent of BF Borgers CPA PC                         Filed Herewith

99.1           Medihemp, LLC and Medical Cannabis Caregivers, Inc.  Filed Herewith
             DBA Naturaleaf Combined Financial Statements For the
             Years Ended December 31, 2020 and 2019.

99.2           Unaudited Pro Forma Combined Financial Information   Filed Herewith
             for the Year Ended December 31, 2020

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