UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
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FORM
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 1.01. Entry into a Material Definitive Agreement.
On June 23, 2025, Accredited Solutions, Inc., a Nevada corporation (the “Company”), entered into a Mutual Rescission Agreement with Craig Span (the “Rescission Agreement”), pursuant to which the parties agreed to rescind and cancel the Membership Interest Purchase Agreement dated October 25, 2024 (the “Purchase Agreement”). Under the Purchase Agreement, the Company had agreed to purchase all of the membership interests of Globetopper, LLC (“Globetopper”) from Mr. Span in consideration of $3,000,000 to be paid by the Company by the issuance to Mr. Span of a Closing Note in the principal amount of $3,000,000 (the “Closing Note”). The Closing Note, in turn, required payment by the Company to Mr. Span consisting of (i) $1,000,000 in cash, (ii) delivery of 1,000 shares of the Company’s Series B Preferred Stock (the “Shares”), and (iii) delivery of a $1,000,000 secured promissory note (the “Follow-on Note”).
Under the Rescission Agreement, the Purchase Agreement, Closing Note and Follow-on Note (and any other transaction agreements and the Shares) were each rescinded and cancelled, and the parties to the Purchase Agreement are to be returned to their positions prior to the Purchase Agreement.
The foregoing description of the Rescission Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Rescission Agreement, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 1.02. Termination of a Material Definitive Agreement.
The disclosure in Item 1.01 above is incorporated by reference into this Item 1.02.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
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| Mutual Rescission Agreement, between Accredited Solutions, Inc. and Craig Span, dated June 16, 2025 | |
104 |
| Cover Page Interactive Data File |
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* Filed herewith.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| ACCREDITED SOLUTIONS, INC. |
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Date: July 3, 2025 | By: | /s/ Eduardo A. Brito |
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| Eduardo A. Brito |
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| Chief Executive Officer |
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