Current Report Filing (8-k)
December 22 2020 - 5:00PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
December
16, 2020
Date
of report (date of earliest event reported)
MusclePharm
Corporation
(Exact
name of registrant as specified in its charter)
Nevada
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000-53166
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77-0664193
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(State
or other jurisdictions of
incorporation
or organization)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
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4500 Park Granada,
Suite 202, Calabasas, CA 91302
(Address
of principal executive offices) (Zip Code)
(800)
292-3909
(Registrant’s
telephone number, including area code)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants
under any of the following provisions:
[ ]
|
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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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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N/A
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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 Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an 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. [ ]
Item
1.01 Entry into a Material Definitive Agreement.
On
December 16, 2020, MusclePharm Corporation (“MusclePharm”) entered into a Settlement Agreement and Mutual Release
(the “Agreement”) with Excelsior Nutrition, Inc. (“4Excelsior”), pursuant to which the parties resolved
and settled a civil action pending in the Superior Court of the State of California for the County of Los Angeles (the “Litigation”).
MusclePharm and 4Excelsior agreed to a mutual general release of claims and to jointly file within 10 business days of the effective
date of the Agreement a stipulation and proposed order of dismissal, dismissing with prejudice all claims and counterclaims asserted
in the Litigation. MusclePharm agreed to pay $4.75 million (the “Settlement Amount”) in four monthly payments of $70,000,
beginning January 5, 2021, and thereafter in monthly payments of $100,000 until the Settlement Amount is fully paid. MusclePharm
may prepay all or any portion of the Settlement Amount at any time without penalty or premium. The Agreement provides that, in
the event of a Default (as defined in the Agreement) by MusclePharm, the entire outstanding balance of the Settlement Amount will
become immediately due and payable, plus accrued interest at a rate of 18% per annum, commencing from the date of Default.
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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MUSCLEPHARM
CORPORATION
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By:
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/s/
Ryan Drexler
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Name:
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Ryan
Drexler
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Title:
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Chief
Executive Officer
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Date:
December 22, 2020
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