TRANSPORTATION & LOGISTICS SYSTEMS, INC. : Completion of Acquisition or Disposal of Assets (Form 8-K)

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Item 2.01 Completion of Acquisition or Disposal of Assets.

Transportation and Logistics Systems, Inc. (OTCQB: TLSS), (“TLSS” or the “Company”), a logistics service provider, announced, on August 4, 2022that its wholly-owned subsidiary, CougarExpress, Inc. (“Cougar Express”), has completed its acquisition of all of the outstanding shares of JFK Cartage, Inc.a New York-full-service logistics provider specializing in pickup, warehousing and delivery services in the Tri-State area (“JFK Cartage”). Joan Ton, the sole shareholder of JFK Cartage, whose shares were acquired, is an unrelated party. The effective date of the acquisition in July 31, 2022.

With annual income of $3.6 million in 2021 and around $2.0 million for the first six months of 2022, JFK Cartage operates out of a 30,000 square foot warehouse with ten (10) drive-in doors and is strategically located approximately six (6) miles from JFK International Airport. JFK Cartage has been in business since 2008 and has built an excellent reputation providing warehousing, transshipment, pickup and delivery, and general trucking, air cargo handling, trade show cargo, expedited and fast on-demand work, from LTL/trucking as well as FTL, reverse logistics, white gloves and residential delivery services to a large base of over 95 commercial accounts and residential customers. JFK Cartage operates an extensive fleet of specialty vehicles, from its Sprinter vans to its 53-foot vehicles. semi-trailers. JFK Cartage, with its assets, fleet and warehouse, is considered one of the largest trucking agents serving the New York Tri-State area.

The total purchase price after closing adjustments was $1,700,000. The Company: (i) paid $401,552 in cash at closing; (ii) entered into a $696,935 promissory note with the seller, $98,448 of which payable weekly, up to 25% of the receivables collected, but in any case, at the latest October 4, 2022with the remaining balance of $598,487payable in three installments of $199,496with interest at five (5%) percent per annum on July 31, 2023, 2024 and 2025, respectively; (iii) assumed a $503,065 Small Business Administration (“SBA”) ready; and (iv) assumed $98,448 vendor charges.

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