CLRI Cleartronics Inc (PK)

Item 1.01. Entry into a Material Definitive Agreement.

A) Acquisition of Business Operations of ReadyMed

On October 25, 2019, (“CLRI,” or the “Company”), issued a press release announcing that it had acquired the assets of ReadyMed, a web based secure communication platform designed for the health care industry from Collabria, LLC, a Florida corporation (“Collabria”). A copy of the press release is attached as Exhibit 99.1 and incorporated herein by reference.

The acquisition, consummated on October 22, 2019, was effectuated pursuant to Purchase Agreement (the “Acquisition Agreement”) dated October 22, 2019 between Cleartronic, Inc, and Collabria, Inc. The Acquisition Agreement is filed as Exhibit 10.1 and incorporated herein by reference.

The Acquisition Agreement provides for Company’s acquisition of substantially all the assets and business operations of ReadyMed (the “Acquisition”) in exchange for the issuance of 12 million shares of the Company’s common stock, valued at approximately $600,000 to Collabria.  The assets acquired include the software platform, templates and forms for numerous business categories in the health care industry, and all contacts created by ReadyMed interested in licensing the ReadyOp platform.  

ReadyMed is a web based secure communication platform designed for the health care industry. This includes hospitals, clinics, doctor’s offices and health insurance companies and many other segments of the health care industry.  It provides hospitals with patient tracking capability within the hospital. It allows physicians to track patient progress after release from the hospital and allows for secure communication with the patient to track the healing process, record their recovery and monitor their medications.

Collabria is controlled by Michael Moore, an officer, director and a 10% or greater shareholder of the Company.  Mr. Moore abstained from voting on the approval of the Acquisition Agreement and the transactions contemplated thereby.  The Board of Directors of Cleartronic, with Mr. Moore abstaining from the vote, reviewed the Acquisition Agreement and the transactions contemplated thereby and determined that the purchase price was fair to the Company and was on terms similar to that which would have been approved if Collabria had not been a related party. Mr. Moore distributed the shares received from the acquisition to the shareholders of Collabria (except for himself and any affiliated entities). Mr. Moore received no shares or any other monetary consideration from the Acquisition Transaction.