Item 1.01 Entry into a Material Definitive Agreement.
As previously disclosed in a Current Report on Form 8-K filed with the
Securities and Exchange Commission on May 26, 2022 by CEN Biotech, Inc., an
Ontario, Canada corporation (the "Company"), on May 24, 2022, the Company
entered into a Patent Purchase and Assignment Agreement (the "Agreement") with
Emergence Global Enterprises Inc., a corporation incorporated pursuant to the
laws of British Columbia, Canada (the "Buyer").
On July 14, 2022, the Company entered into Amendment No. 1 to Patent Purchase
and Assignment Agreement (the "Amendment"). Pursuant to the Amendment, Section
9.10(a) of the Agreement is amended such that the "Termination Date" is amended
to be August 15, 2022. Furthermore, reference to the "Closing Date", as defined
in the Agreement, on the signature page to the Agreement was a typographical
error. The Agreement was in fact executed on the "Effective Date", as defined in
the Agreement. The Agreement was amended to correct such typographical error.
The foregoing description of the Amendment is qualified in its entirety by
reference to the Amendment, a copy of which is filed as Exhibit 10.1 hereto and
incorporated herein by reference.
Item 1.02 Termination of a Material Definitive Agreement.
On July 19, 2022, pursuant to a Termination of Patent Purchase and Assignment
Agreement ("Termination Agreement"), the Company and Buyer agreed to terminate
the Agreement as of the "Effective Termination Date", as defined in the
Agreement, and the Agreement shall thereafter be null and void, and of no
further force or effect. Furthermore, each the Company and Buyer recognize that
neither party shall have any ongoing rights or obligations pursuant to the
Agreement.
The foregoing description of the Termination Agreement is qualified in its
entirety by reference to the Termination Agreement, a copy of which is filed as
Exhibit 10.2 hereto and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
10.1 Amendment to No. 1 to Patent Purchase and Assignment Agreement dated
July 14, 2022 by and between the Company and Emergence Global
Enterprises Inc.
10.2 Termination of Patent Purchase and Assignment Agreement dated July 19,
2022 by and between the Company and Emergence Global Enterprises Inc.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
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