Item 1.01 Entry into a Material Definitive Agreement
On February 19, 2021, Chee Corp., a Nevada corporation (the "Company"), advanced
the amount of $50,000 to Klusman Family Holdings, LLC ("KFH"). The obligation to
repay the advance was evidenced by a Promissory Note (the "Note") payable by KFH
to the Company. The Note matures on June 30, 2021, is unsecured, bears interest
at a rate of 10% per annum, and the unpaid principal and interest may be
accelerated upon an event of default as defined thereunder. The proceeds of the
advance are to be used by KFH toward the purchase of real property located in
Chandler, Arizona. Aaron Klusman is the sole member of KFH. Mr. Klusman is also
Chief Executive Officer and Chairman of the Board of the Company.
The description of the Note is only a summary of the material terms of the Note,
does not purport to be a complete description of the Note, and is qualified in
its entirety by reference to the Note, which is filed as Exhibit 10.1 and
incorporated herein by reference.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers
On March 2, 2021, Michael Witherill resigned from his positions of Chief
Financial Officer, Secretary, and Treasurer of the Company.
Also on March 2, 2021, Rick Gean was appointed as Chief Financial Officer,
Secretary, and Treasurer of the Company. Mr. Gean served as a consultant to the
Company from February 18, 2021, to March 2, 2021.
Mr. Gean, age 68, has an extensive background working with emerging growth
companies assisting in finance, accounting, capital formation, marketing, and
operating strategies. He has worked with several companies, both public and
private, advising on corporate finance issues, accounting, raising capital, and
assisting in corporate development.
Mr. Gean started his career in public accounting at a local Arizona CPA firm in
1983, where he was initially introduced to the uniquely specific issues faced by
entrepreneurs in small, fast growing companies. The hands-on environment
provided by a small CPA firm afforded Mr. Gean an opportunity to participate in
all aspects of accounting and finance for a diverse company clientele.
Since April 2015, Mr. Gean has run his own accounting firm, Gean Accounting
Services, acting as virtual CFO and providing general finance advice and
accounting for various companies, including: acting as CFO of PowerOneData
International, Inc., an international smart grid company; financial advisor to
Plum Mountain Imaging Corp., an MRI System rental and services company;
financial advisor to Arrestage International, Inc., a natural skin care company;
and acting as financial advisor and providing accounting services to Mind and
Body Research, Inc., a start-up in the nutritional supplement and topical pain
relief industry, advising on the acquisition of certain assets and various
licenses.
Prior to that, Mr. Gean worked with several emerging growth companies, serving
as the Director of Mergers and Acquisitions and CFO for a regional investment
banking firm, gaining invaluable insight into investment banking. Mr. Gean also
worked in corporate finance with a subsidiary of a California based venture
capital firm, specializing in providing corporate finance and accelerator
services to start-up and emerging growth companies. He acted as CFO for a
nutraceutical manufacturing company and consultant to a publicly held company
with a novel drug delivery technology, assisting in merger negotiations and fund
raising activities.
Mr. Gean attended the University of Arizona, majoring in Public Administration,
and Arizona State University, where he majored in Accounting.
Mr. Gean will receive $96,000 per year as compensation for his services. It is
anticipated that the Company and Mr. Gean will enter into an Employment
Agreement with respect to his appointment, but there is no assurance that will
occur.
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The Company has not entered into any transactions with Mr. Gean described in
Item 404(a) of Regulation S-K. Mr. Gean was not appointed pursuant to any
arrangement or understanding between him and any other person. There are no
family relationships between Mr. Gean and any director or executive officer of
the Company. Except for the anticipated Employment Agreement described herein,
the Company did not enter into or materially amend any plan, contract, or
arrangement that Mr. Gean will participate in in connection with his
appointment.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
10.1 Promissory Note payable by Klusman Family Holdings, LLC.
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