Item 8.01. Other Events
A. SEC Case
On January 20, 2021, in SEC vs. Premier Holding Corp., et.al.., Case No.
8:18-cv-00813-CJC, the United States District Court for the Central District of
California entered an order of judgment against Premier and our CEO, Mr. Randall
Letcavage (the "Order"). Premier and Mr. Letcavage are currently working with
their attorneys to appeal the Order and stay its enforcement.
The Order against Premier and Mr. Letcavage provides for a permanent injunction
against Premier and Mr. Letcavage from violating the federal securities laws in
the future, plus joint and several monetary liability for Premier and Mr.
Letcavage of approximately $8,000,000. The judgment also provides for a 5-year
Penny Stock and Officer and Director bar for Mr. Letcavage, and as a result, he
has resigned his positions as Chairman of the Board of Directors and Chief
Executive Officer pending the successful overturning of these bars, if any, on
appeal.
Premier and Mr. Letcavage intend to file a petition for an immediate appeal of
the Order's injunction and officer and director and penny stock bars against Mr.
Letcavage and Premier Order with the Ninth Circuit Court of Appeals (the
"Appeal") since the Company and Mr. Letcavage believe that the Order was decided
incorrectly as a matter of law.
Premier and Mr. Letcavage continue to vigorously deny the SEC's allegations upon
which the District Court's judgment was based.
The Company reserves the right to amend or modify this form 8-K upon the receipt
of additional information or otherwise.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Resignation and Appointment of Directors, Officers
On January 27, 2021, the Company's Board of Directors (the "Board) appointed
Scott Dinsmoor a Director of the Company. Also, on January 27, 2021 Randall
Letcavage submitted to the Board notice of his resignation from his position as
Chief Executive Officer of the Company, and as a director of the Board, with
such resignations to be effective immediately. The Board accepted Mr.
Letcavage's resignation on January 27, 2021. Mr. Letcavage resigned because of
an officer and director and penny stock bar ordered by the U.S. District Court
for the Central District of California in Case No: 8:18-00813-CJC-KESx, SEC v.
Premier Holding Corp., et. al. Additionally, on January 27, 2021, the Board
appointed Scott Dinsmoor as Chief Executive Officer of the Company.
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© Edgar Online, source Glimpses
PREMIER HOLDING CORPORATION 
