Current Report Filing (8-k)
May 11 2020 - 4:12PM
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): May 8, 2020
|
Synergy
CHC Corp.
|
|
|
(Exact
name of registrant as specified in its charter)
|
|
Nevada
|
|
000-55098
|
|
99-0379440
|
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File Number)
|
|
(IRS
Employer
ID
Number)
|
865
Spring Street, Westbrook, ME
|
|
04092
|
(Address
of principal executive offices)
|
|
(Zip Code)
|
Registrant’s
telephone number, including area code
|
(615)
939-9004
|
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:
[ ]
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
[ ]
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
[ ]
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
[ ]
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
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 financing accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item
1.01. Entry into a Material Definitive Agreement.
On
May 8, 2020, Synergy CHC Corp. (the “Company”) entered into a Third Amendment Agreement (the Third Amendment”)
to the Amended and Restated Loan Agreement (the “Loan Agreement”) with Knight Therapeutics (Barbados) Inc. (“Knight”),
pursuant to which Knight agreed to loan the Company an additional $2.5 million (the “Additional Loan”). That same
day (the “Closing”), the Company paid Knight a work fee of $36,000, and $25,000 for Knight’s legal costs and
expenses incurred in connection with the Third Amendment.
The
Third Amendment amends the original loan agreement that the Company and Knight entered into in January 2015 and subsequently amended
(as amended, the “Original Loan Agreement”). The Additional Loan matures on May 8, 2021 (the “TA Maturity Date”)
and bears interest at 12.5% per annum.
On
the TA Maturity Date, the Company will pay Knight a success fee (the “Success Fee”) of $83,250. The Success Fee is
payable in cash or stock as set forth in the Loan Agreement.
The
Third Amendment includes customary representations, warranties, and affirmative and restrictive covenants, including covenants
to attain and maintain certain financial metrics, including an undertaking to maintain at all times a cash balance of $600,000
and EBITDA of $3,000,000.
The
foregoing description of the Third Amendment does not purport to be complete and is qualified in its entirety by reference to
the Third Amendment, which will be filed as an exhibit to our Quarterly Report on Form 10-Q for the quarter ending June 30, 2020.
Item
2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The
information regarding the Loan Agreement in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
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.
|
SYNERGY
CHC CORP.
|
|
|
Date:
May 11, 2020
|
/s/
Jack Ross
|
|
Jack
Ross
|
|
President
and Chief Executive Officer
|
Synergy CHC (CE) (USOTC:SNYR)
Historical Stock Chart
From May 2024 to Jun 2024
Synergy CHC (CE) (USOTC:SNYR)
Historical Stock Chart
From Jun 2023 to Jun 2024