Annual report pursuant to Section 13 and 15(d)


12 Months Ended
Dec. 31, 2019

Subsequent to the balance sheet date, the Company converted $0.60 million of convertible notes and $0.21 million of interest into 6.12 million shares of the Company’s common stock.


Subsequent to the balance sheet date, the Company issued 1,789,885 shares of common stock for $0.20 million in cash in settlement of put notices pursuant to the Investor Agreement dated November 28, 2016 with an accredited investor.


On January 1, 2020, the Company entered into a Management Services Agreement with Picksy Reno, LLC (“Picksy”), an unaffiliated third party, to transfer all management responsibilities of the Company’s dispensary located at 1085 S. Virginia Street., Reno, NV (the “Reno Dispensary”). In consideration of the services performed, Picksy will be entitled to 85% of the future net profits of the Reno Dispensary. In the event of a loss, Picksy will be responsible for all future capital shortfalls. The Company’s 15% interest in the future net income of the Reno Dispensary will be applied to the purchase price of the related asset sale, which as of the time of our report was pending regulatory approval.


On January 10, 2020, the Company entered into a $1.0 million Secured Promissory Note agreement with an unaffiliated third party. The note incurs interest at a rate of 15.0% per annum and matures on January 10, 2021.


On February 14, 2020, the Company merged with OneQor Technologies. Upon close of the merger, Terra Tech shareholders owned approximately 79% of the combined company and OneQor shareholders owned approximately 21%. Additionally, Derek Peterson resigned as Chief Executive Officer of Terra Tech, but will remain the Chairman of the Board of Directors. Matthew Morgan was appointed the Chief Executive Officer of Terra Tech Corp. The Board of Directors changed from four members to five members, as Mr. Morgan joins the four members of the Terra Tech Corp board. As part of this agreement, Mr. Peterson and Mr. Nahass have agreed to forfeit their vested and unvested stock options. The new company also announced plans to change its name to Onyx Group Holdings (“Onyx”).


On February 26, 2020, the Company agreed to transfer governance and control of our dispensary operation located at 2911 Tech Center Drive, Santa Ana, CA to Martin Vivero and Tetra House Co. (“Tetra”), who are unaffiliated third parties. The company received $2.00 million at closing and is due future payments of $1.80 million. MediFarm So Cal Inc. (“MediFarm So Cal”), a wholly-owned subsidiary of the Company, terminated the existing management services agreement with 55 OC Community Collective Inc. (“55 OC”). 55 OC is a mutual benefit corporation which holds a cannabis license with the City of Santa Ana in the State of California. Previously, MediFarm So Cal managed the dispensary known as “Blum Santa Ana” under the license of 55 OC. Control of 55 OC was transferred to Mr. Vivero and Tetra House Co. via a new management services agreement and the appointment of Mr. Vivero to the Board of Directors of 55 OC, which was pending final regulatory approval as of the date of our report. In conjunction with the agreement with Tetra, the Company entered into an agreement with Modernize, Inc. and Wojciech Smolenski (the “Smolenski Parties”) to transfer $0.35 million of the proceeds to the Smolenski parties as consideration for agreeing to sell the real estate that 55 OC operates within to Tetra and for settlement of an existing claim stemming from a lease dispute.