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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/02/20 Can B Corp 10-K 12/31/19 83:40M M2 Compliance/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 545K
2: EX-3.1 Articles of Incorporation/Organization or Bylaws HTML 65K
3: EX-4.1 Instrument Defining the Rights of Security Holders HTML 24K
4: EX-4.2 Instrument Defining the Rights of Security Holders HTML 40K
6: EX-10.13 Material Contract HTML 31K
7: EX-10.15 Material Contract HTML 27K
5: EX-10.5 Material Contract HTML 27K
8: EX-14.1 Code of Ethics HTML 109K
9: EX-31.1 Certification -- §302 - SOA'02 HTML 31K
10: EX-31.2 Certification -- §302 - SOA'02 HTML 31K
11: EX-32.1 Certification -- §906 - SOA'02 HTML 27K
12: EX-32.2 Certification -- §906 - SOA'02 HTML 27K
37: R1 Document and Entity Information HTML 61K
77: R2 Consolidated Balance Sheets HTML 126K
56: R3 Consolidated Balance Sheets (Parenthetical) HTML 56K
31: R4 Consolidated Statements of Operations and HTML 100K
Comprehensive Loss
40: R5 Consolidated Statements of Operations and HTML 31K
Comprehensive Loss (Parenthetical)
80: R6 Consolidated Statements of Stockholders' HTML 144K
Deficiency
57: R7 Consolidated Statements of Stockholders' HTML 26K
Deficiency (Parenthetical)
28: R8 Consolidated Statements of Cash Flows HTML 144K
42: R9 Organization and Description of Business HTML 33K
72: R10 Going Concern Uncertainty HTML 28K
65: R11 Summary of Significant Accounting Policies HTML 54K
25: R12 Inventories HTML 29K
53: R13 Notes Receivable HTML 31K
73: R14 Property and Equipment, Net HTML 34K
66: R15 Intangible Assets, Net HTML 38K
26: R16 Notes and Loans Payable HTML 31K
54: R17 Preferred Stock HTML 41K
74: R18 Common Stock HTML 65K
64: R19 Stock Options and Warrants - Prior to 300:1 HTML 49K
Reverse Stock Split
30: R20 Income Taxes HTML 41K
38: R21 Segment Information HTML 35K
78: R22 Commitments and Contingencies HTML 52K
55: R23 Related Party Transactions HTML 27K
32: R24 Subsequent Events HTML 29K
39: R25 Summary of Significant Accounting Policies HTML 117K
(Policies)
79: R26 Inventories (Tables) HTML 30K
58: R27 Notes Receivable (Tables) HTML 31K
29: R28 Property and Equipment, Net (Tables) HTML 34K
41: R29 Intangible Assets, Net (Tables) HTML 34K
52: R30 Notes and Loans Payable (Tables) HTML 30K
23: R31 Stock Options and Warrants - Prior to 300:1 HTML 51K
Reverse Stock Split (Tables)
68: R32 Income Taxes (Tables) HTML 41K
76: R33 Segment Information (Tables) HTML 36K
51: R34 Commitments and Contingencies (Tables) HTML 28K
22: R35 Organization and Description of Business (Details HTML 40K
Narrative)
67: R36 Going Concern Uncertainty (Details Narrative) HTML 34K
75: R37 Summary of Significant Accounting Policies HTML 39K
(Details Narrative)
50: R38 Inventories - Schedule of Inventories (Details) HTML 31K
24: R39 Notes Receivable - Schedule of Notes Receivable HTML 35K
(Details)
45: R40 Notes Receivable - Schedule of Notes Receivable HTML 32K
(Details) (Parenthetical)
35: R41 Property and Equipment, Net - Summary of Property, HTML 45K
Plant and Equipment (Details)
60: R42 Intangible Assets, Net (Details Narrative) HTML 38K
82: R43 Intangible Assets, Net - Schedule of Intangible HTML 43K
Assets and Goodwill (Details)
44: R44 Notes and Loans Payable - Schedule of Notes and HTML 32K
Loans Payable (Details)
34: R45 Notes and Loans Payable - Schedule of Notes and HTML 33K
Loans Payable (Details) (Parenthetical)
59: R46 Preferred Stock (Details Narrative) HTML 190K
81: R47 Common Stock (Details Narrative) HTML 501K
43: R48 Stock Options and Warrants - Prior to 300:1 HTML 69K
Reverse Stock Split (Details Narrative)
36: R49 Stock Options and Warrants - Prior to 300:1 HTML 41K
Reverse Stock Split - Summary of Stock Options and
Warrants Activity (Details)
20: R50 Stock Options and Warrants - Prior to 300:1 HTML 34K
Reverse Stock Split - Schedule of Issued and
Outstanding Stock Options (Details)
47: R51 Stock Options and Warrants - Prior to 300:1 HTML 35K
Reverse Stock Split - Schedule of Issued and
Outstanding Warrants (Details)
70: R52 Stock Options and Warrants - Prior to 300:1 HTML 25K
Reverse Stock Split - Schedule of Issued and
Outstanding Warrants (Details) (Parenthetical)
62: R53 Income Taxes (Details Narrative) HTML 68K
21: R54 Income Taxes - Schedule of Provisions for HTML 46K
(Benefits from) Income Taxes (Details)
48: R55 Income Taxes - Schedule of Provisions for HTML 27K
(Benefits from) Income Taxes (Details)
(Parenthetical)
71: R56 Income Taxes - Schedule of Deferred Income Tax HTML 30K
Assets (Details)
63: R57 Segment Information (Details Narrative) HTML 25K
19: R58 Segment Information - Schedule of Segment HTML 43K
Reporting Information (Details)
49: R59 Commitments and Contingencies (Details Narrative) HTML 215K
83: R60 Commitments and Contingencies - Schedule of Future HTML 35K
Minimum Lease Payments Under Non-cancellable
Operating Leases (Details)
61: R61 Related Party Transactions (Details Narrative) HTML 29K
33: R62 Subsequent Events (Details Narrative) HTML 37K
27: XML IDEA XML File -- Filing Summary XML 139K
69: EXCEL IDEA Workbook of Financial Reports XLSX 85K
13: EX-101.INS XBRL Instance -- canb-20191231 XML 1.40M
15: EX-101.CAL XBRL Calculations -- canb-20191231_cal XML 196K
16: EX-101.DEF XBRL Definitions -- canb-20191231_def XML 708K
17: EX-101.LAB XBRL Labels -- canb-20191231_lab XML 1.14M
18: EX-101.PRE XBRL Presentations -- canb-20191231_pre XML 883K
14: EX-101.SCH XBRL Schema -- canb-20191231 XSD 218K
46: ZIP XBRL Zipped Folder -- 0001493152-20-005643-xbrl Zip 137K
Exhibit 10.13
AMENDMENT TO STOCK PURCHASE AGREEMENT
This Amendment to Stock Purchase Agreement (this “Amendment”) is entered into as of the effective date written below by and between Canbiola, Inc., a Florida corporation (“CANB”), on one hand, and Iconic Brands, Inc., a Nevada corporation (“ICNB”) and Green Grow Farms, Inc., a New York corporation (“GGFI”) on the other hand. CANB, ICNB, and GGFI are sometimes referred to herein individually as a “Party” and collectively as the “Parties.”
RECITALS
WHEREAS, the Parties entered into that certain Stock Purchase Agreement dated December 4, 2019 (the “Agreement”), pursuant to which CANB purchased fifty-one percent (51%) of the issued and outstanding equity interests of GGFI from ICNB in exchange for an aggregate of 37,500,000 shares of CANB’s common stock, nil par value per share; and
WHEREAS, it has come to the attention of the Parties that the Agreement contained a scrivener’s error and the Parties hereby wish to enter into this Amendment to correct such error.
NOW, THEREFORE, the Agreement is hereby amended as follows:
1. Section 2.2(a)(i) of the Agreement is hereby amended and restated in its entirety as follows:
“If the Market Price Per Purchase Share (as defined) on the Valuation Date multiplied by 37,000,000 is less than $1,000,000, CANB shall issue to ICNB such a number of additional shares (“Additional Purchase Shares”) so that the Market Price Per Share multiplied by the aggregate shares issued to ICNB (taking into account the Purchase Shares and the Additional Purchase Shares) equals $1,000,000. For purposes of the valuation, “Market Price Per Purchase Share” shall be determined based upon the 10-day average VWAP for the 10-day period ending on June 30, 2020.”
2. Amendment; Incorporation. Notwithstanding any provision to the contrary, this Amendment shall govern all terms and conditions set forth herein. Except as provided in this Amendment, all terms and conditions of the Agreement remain unchanged. No Party waives any rights described in the Agreement by its execution hereunder, unless specified herein. All other terms and conditions of the Agreement apply except as specifically amended herein. Capitalized terms used herein but not defined shall have the meaning ascribed to them in the Agreement. This Amendment is specifically incorporated into the Agreement.
3. Execution. This Amendment may be executed in counterparts, each of which shall be deemed to be an original instrument, but all such counterparts together shall constitute one and the same instrument. The Parties may execute this Amendment by delivery of signature by facsimile or electronic transmittal, which shall be deemed binding on the Parties.
[Remainder Intentionally Left Blank; Signature Page Follows]
C:
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IN WITNESS WHEREOF, the Parties hereto have executed this Amendment to Stock Purchase Agreement as of the 27th day of January, 2020.
CANB:
Canbiola, Inc.
| By: | ||
| Name: | Marco Alfonsi | |
| Title: | CEO |
ICNB:
Iconic Brands, Inc.
| By: | ||
| Name: | Richard DeCicco | |
| Title: | President |
GGFI:
Green Grow Farms, Inc.
| By: | ||
| Name: | Stephen Apolant | |
| Title: | Director |
| By: | ||
| Name: | Peter Scalise | |
| Title: | President |
C:
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| This ‘10-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 6/30/20 | 10-Q, NT 10-Q | |||
| Filed as of: | 4/2/20 | |||
| Filed on: | 4/1/20 | |||
| For Period end: | 12/31/19 | 8-K, NT 10-K | ||
| 12/4/19 | 8-K | |||
| List all Filings | ||||