Item 1.01.   Entry Into a Material Definitive Agreement.

The information set forth in Item 2.03 of this Current Report on Form 8-K regarding the Loan Documents (as defined below) is incorporated herein by reference.




Item 2.03.    Creation of a Direct Financial Obligation or an Obligation under an
              Off-Balance Sheet Arrangement.

On January 8, 2020, 6565 E Evans Ave LLC (the "Borrower"), a wholly owned subsidiary of General Cannabis Corp (the "Company"), entered into a $975,000 deed of trust (the "Mortgage Loan") secured by a first mortgage lien on the property located at 6565 East Evans Avenue, Denver, Colorado. The Mortgage Loan is also secured by an assignment of leases and rents at such property and a pledge by the Company of all of the membership interests in the Borrower, and is guaranteed by the Company, Steve Gutterman, the Chief Executive Officer of the Company, and Michael Feinsod, the Executive Chairman of the Board of Directors of the Company. The Mortgage Loan was evidenced by a Deed of Trust Note (the "Note") between the Borrower and W Financial REIT, Ltd. and a Deed of Trust, Assignment of Leases and Rents, Security Agreement and Fixture Filing of the Borrower (the "Security Agreement" and, together with the Note, the "Loan Documents"). The Mortgage Loan matures on December 31, 2020 and accrues interest at a rate of equal to the greater of 5.25% in excess of the Prime Rate (as defined in the Note) or 10.00% per annum, payable on a monthly basis. The Loan Documents contain customary representations, covenants and warranties and provide for an increased interest rate and the ability of the lender to accelerate the maturity date in the event of certain events of default.

The foregoing descriptions of the Mortgage Loan and the Loan Documents do not purport to be complete and are qualified in their entirety by reference to the full text of the Note and the Security Agreement, which are filed as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and are incorporated herein by reference.




Item 9.01.   Financial Statements and Exhibits.



(d)   Exhibits


Exhibit No.   Description
   10.1         Deed of Trust Note between 6565 E Evans Ave LLC and W Financial REIT,
              Ltd.
   10.2         Deed of Trust, Assignment of Leases and Rents, Security Agreement and
              Fixture Filing of 6565 E Evans Ave LLC

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