Current Report Filing (8-k)
March 04 2020 - 3:10PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported): February 27, 2020
THEMAVEN,
INC.
(Exact
Name of Registrant as Specified in Charter)
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DELAWARE
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1-12471
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68-0232575
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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1500
Fourth Avenue, Suite 200 Seattle, WA
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98101
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: 775-600-2765
Securities
registered pursuant to Section 12(b) of the Act:
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Title
of each class
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Trading
Symbol(s)
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Name
on exchange on which registered
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None
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-
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-
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Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction .2. below):
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[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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*
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Act of 1934 (§240.12b-2 of this chapter)
Emerging
growth company [ ]
If
any emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
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Item
1.01
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Entry
into Material Definitive Agreement.
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On
February 27, 2020, TheMaven, Inc. (the “Company”) entered into a Second Amendment to Amended and Restated Note Purchase
Agreement (the “Amendment”) with one accredited investor, BRF Finance Co., LLC (the “Investor”), which
amended that previously disclosed Amended and Restated Note Purchase Agreement, dated June 14, 2019, by and among the Company,
Maven Coalition, Inc., HubPages, Inc., Say Media, Inc., TheStreet, Inc., f/k/a TST Acquisition Co., Inc., and the Investor, as
amended by the First Amendment to Amended and Restated Note Purchase Agreement, dated as August 27, 2019. The purpose of the Amendment
was (i) to allow the Company to replace its previous $3.5 million working capital facility with a new $15.0 million working capital
facility; and (ii) to account for the issuance by the Investor of a $3.0 million Letter of Credit to the Company’s landlord
for the Company’s lease of the premises located at 225 Liberty Street, 27th Floor, New York, NY 10281.
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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THEMAVEN, INC.
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Dated:
March 4, 2020
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By:
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/s/
Doug Smith
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Name:
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Doug
Smith
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Title:
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Chief
Financial Officer
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