Item 2.01 Completion of Acquisition or Disposition of Assets.
Severance is a privately-owned full-service transportation carrier and logistics
business that has been in operation for over 100 years specializing in LTL
trucking that provides next day service to major cities in
The total purchase price was
One of the Sellers also entered into a consulting agreement, including non-competition and non-solicitation provisions, to continue with Severance after the acquisition for a period of no less than three (3) months and no more than one (1) year.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description
10.1 Assignment and Assumption Agreement, dated as ofJanuary 31, 2023 , betweenTLSS Acquisition, Inc. , aDelaware corporation, andTLSS-STI, Inc. , aDelaware corporation. 10.2+ First Amendment to Stock Purchase and Sale Agreement, dated as ofFebruary 1, 2023 , amongTLSS-STI, Inc. , aDelaware corporation;Severance Trucking Co., Inc. , aMassachusetts corporation,Severance Warehousing, Inc. , aMassachusetts corporation, andMcGrath Trailer Leasing, Inc. , aMaine corporation (collectively, the "Companies");Kathryn Boyd ;Clyde J. Severance ;Robert H. Severance , Jr.;Kathryn Boyd , as the Shareholders' Representative; and R|AFeingold Law & Consulting, P.A ., as Closing Agent and Escrow Agent. 10.3 Secured Promissory Note, datedFebruary 1, 2023 , made by TLSS-STI, Inc., aDelaware corporation,Severance Trucking Co., Inc. aMassachusetts corporation,Severance Warehousing, Inc. , aMassachusetts corporation andMcGrath Trailer Leasing, Inc. , aMaine corporation, in favor ofKathryn Boyd ,Clyde J. Severance , andRobert H. Severance , Jr. 10.4 Security Agreement, dated as ofFebruary 1, 2023 , among TLSS-STI, Inc., aDelaware corporation;Severance Trucking Co., Inc. , aMassachusetts corporation,Severance Warehousing, Inc. , aMassachusetts corporation, andMcGrath Trailer Leasing, Inc. , aMaine corporation, andKathryn Boyd ,Clyde J. Severance andRobert H. Severance , Jr. 10.5 Absolute, Unconditional and Continuing Guaranty, dated as ofFebruary 1, 2023 , executed byTransportation and Logistics Systems, Inc. , aNevada corporation, in favor ofKathryn Boyd , Clyde J. Severance, andRobert H. Severance , Jr. 10.6 Consulting Agreement, dated as ofFebruary 1, 2023 , betweenSeverance Trucking Co., Inc. , aMassachusetts corporation, a wholly owned subsidiary ofTLSS-STI, Inc. , aDelaware corporation, a wholly owned subsidiary ofTransportation and Logistics Systems, Inc. , aNevada corporation, andClyde J. Severance . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
+ Disclosure Schedules and other related Schedules are omitted.
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