EVIO EVIO Inc (CE)

Item 8.01 Other Events

Non-Binding Letter of Intent

On June 28, 2020, the company entered into a Non-binding Letter of Intent for a Contribution Exchange Agreement with Steep Hill, Inc. In the proposed transaction, Steep Hill will provide certain laboratory assets and cash to C3 Labs in exchange for minority ownership interest of C3 Labs. C3 Labs will assume from Steep Hill certain liabilities, including the leased property at 2448 Sixth St. Berkeley, CA. The exchange agreement excludes transfer of Steep Hill’s licensing business and intellectual property. The transaction is subject to the conditions set forth in a proposed Agreement.

On July 1, 2020 we learned that Steep Hill’s former CEO, J Michaele Keller, had made this potential transaction public via press release. This breach of confidentiality was aided by his attorneys, Pryor Cashman LLP. EVIO regards this as a serious breach and is reviewing any potential implications on the proposed transaction and possible causes of action against Pryor Cashman.

Forward-Looking Statements

Statements contained in this current report that are not statements of historical fact are intended to be and are hereby identified as “forward-looking statements” for purposes of the safe harbor provided by the Private Securities Litigation Reform Act of 1995. Generally, forward-looking statements include expressed expectations of future events and the assumptions on which the expressed expectations are based. All forward-looking statements are inherently uncertain as they are based on various expectations and assumptions concerning future events and they are subject to numerous known and unknown risks and uncertainties which could cause actual events or results to differ materially from those projected. The Company undertakes no obligation to update or revise this current report to reflect future developments except as otherwise required by the Securities Exchange Act of 1934.