UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 23, 2021 (November 20, 2021)

Registrant’s telephone number, including area code: (888)-682-7674

Check the appropriate box below if the Form 8 K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Exchange registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Exchange Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Items.

On November 20, 2021, Singlepoint Inc. (the “Company”) entered into a purchase agreement pursuant to which the Company can acquire an 80.1% of the outstanding membership interests of The Boston Solar Company LLC (“Boston Solar”) for an aggregate purchase price of $6,453,608 (the “Purchase Consideration”). The closing of the aforementioned transaction (the “Closing”) is subject to the satisfaction (or waiver) of certain conditions as of the Closing including but not limited to: completion of an audit of Boston Solar, and completion of due diligence of Boston Solar by the Company. Upon Closing, the Purchase Consideration will be payable (i) through a combination of cash, issuance of shares of common stock and the issuance of a promissory note, and (ii) subject to adjustment and withholding (both to be determined as of the Closing).

The foregoing description of the Transaction and Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the Purchase Agreement, which will be filed with the Company’s Annual Report on Form 10-K for the year-ended December 31, 2021. 

In accordance with General Instruction B.2 of Form 8-K, the information furnished under this Item 8.01, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or as otherwise subject to the liability of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act or Exchange Act, except as shall be expressly set forth by specific reference in such filing. The information in this Report will not be deemed an admission as to the materiality of any information herein.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.