Item 7.01. Regulation FD Disclosure. On September 16, 2026, 1606 Corp., a Nevada corporation (the “Company”), issued a press release announcing that it has entered into a non-binding Letter of Intent (the “LOI”), dated September 6, 2026, with Prime Tex Group, USA (“Prime Tex”), regarding Prime Tex’s preliminary interest in evaluating a potential acquisition or assignment of the Company’s contractu…
1606 Corp., a Nevada corporation (the “Company,” “we,” or “us”) was incorporated in Nevada in February 2021 as a spin-off from Singlepoint Inc. in April 2021. We started by offering a tobacco- and nicotine-free smoking alternative called “1606 Original Hemp.” We started to sell hemp, aroma-free cigarettes, first by reselling the star brand, and eventually our own brand called “TRUZ.” The brands expanded to include “Singlez,” an individually packeted version of the TRUZ hemp cigarettes. This business has been discontinued.
Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01.
Regulation FD Disclosure.
On September 16, 2026, 1606 Corp., a Nevada corporation (the “Company”), issued a press release announcing that it has entered into a non-binding Letter of Intent (the “LOI”), dated September 6, 2026, with Prime Tex Group, USA (“Prime Tex”), regarding Prime Tex’s preliminary interest in evaluating a potential acquisition or assignment of the Company’s contractual rights and interests relating to the approximately 132-acre biomass power and data center development property located in Lufkin, Texas (the “Project”), including the Company’s rights and interests under the existing Purchase and Sale Agreement relating to the Project (the “PSA”). The press release describes, among other things, that the LOI is expressly non-binding and non-exclusive, does not create any legally binding obligation to consummate any transaction, and may be terminated by either party at any time; that any potential transaction remains subject to due diligence, further negotiation and the execution of mutually acceptable definitive agreements; that, because the LOI is non-exclusive, the Company remains free to continue evaluating other strategic alternatives involving the Project; and that the LOI is scheduled to expire on December 31, 2026 unless extended in writing by the parties. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The furnishing of the press release is not an admission as to the materiality of any information therein. The information contained in the press release is summary information that is intended to be considered in the context of more complete information included in the Company’s filings with the U.S. Securities and Exchange Commission (the “SEC”) and other public announcements that the Company has made and may make from time to time by press release or otherwise. The Company undertakes no duty or obligation to update or revise the information contained in this report, although it may do so from time to time as its management believes is appropriate. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosures.
The press release contains forward-looking statements, and it also includes cautionary information regarding those statements, including that, because the Company’s common stock is considered a “penny stock,” the safe harbor for forward-looking statements provided by the Private Securities Litigation Reform Act of 1995 is not available to the Company. Readers should review the cautionary statements set forth in the press release.
The information in this Item 7.01 of this Current Report on Form 8-K and the press release shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 7.01 and in the press release shall not be incorporated by reference into any filing with the SEC made by the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing. Nothing in this report constitutes an offer to sell, or the solicitation of an offer to buy, any securities.
Filed exhibits (1)
EX-99.1 (by filename) cbdw_ex991.htm
EX-99.1
2
cbdw_ex991.htm
PRESS RELEASE
cbdw_ex991.htm
EXHIBIT 99.1
1606 Corp. Signs LOI for Potential Transaction Involving Texas Power Plant and Data Center Project
PHOENIX, Ariz., September 16, 2026 - 1606 Corp. (OTC: CBDW) (“1606” or the “Company”) today announced that it has entered into a non-binding Letter of Intent (the “LOI”), dated September 6, 2026, with Prime Tex Group, USA (“Prime Tex”), a large-scale industrial group, regarding Prime Tex’s preliminary interest in evaluating a potential acquisition or assignment of the Company’s contractual rights and interests relating to the approximately 132-acre biomass power and data center development property located in Lufkin, Texas (the “Project”).
Under the LOI, Prime Tex intends to evaluate a potential acquisition or assignment of 1606’s rights and interests under the existing Purchase and Sale Agreement relating to the Project (the “PSA”). The LOI is non-binding and does not establish an agreed transaction or obligate either party to proceed. Any potential transaction remains subject to Prime Tex’s due diligence review, further negotiations and the execution of mutually acceptable definitive agreements.
Following ex…
