UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Emerging growth company
T-REX Acquisition Corp. is referred to herein as “we”, “our”, “us” or the “Company.”
Item 8.01 Other Events
On March 6, 2025, the Company , a growth stage, multi-tiered, vertically integrated crypto-mining business, through its wholly owned subsidiary, Megalodon Mining and Electric LLC, a Florida Limited Liability Company (“Megalodon”) completed the acquisition of substantially all the assets of Peak Digital Solutions LLC, a Delaware Limited Liability Company “Peak Digital’) for the purchase price of $500,000. Pursuant to the purchase agreement terms, we remitted an initial payment of approximately $33,000 in November 2024 and a second payment of approximately $207,000 on March 6, 2025. The final ballon payment of approximately $260,000 is due to Peak Digital 90 days from the date of the Closing of March 6, 2025. The $260,000 note is secured by a recorded Deed of Trust.
Our Chief Executive Officer, Frank Horkey, provided the financing for the Megalodon acquisition and for working capital purposes through 3 promissory notes between the Company (as the Borrower) and Frank Horkey (as the Lender), as follows: 1) a sixty day promissory note dated February 3, 2025 in the amount of $70,000 for working capital, accruing interest at a rate of 6% per annum; 2) a sixty day promissory note dated March 6, 2025 in the amount of $35,000 for working capital , accruing interest at a rated of 6% per annum; and 3) a 12 month promissory note for $207,000 for the Peak Digital acquisition accruing interest at a rated of 12% per annum. The 12-month note is secured by a recorded Deed of Trust.
ITEM 9.01. EXHIBITS
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Date: March 7, 2025 | By: | /s/ Frank Horkey | |
| Name: | Frank Horkey |
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