CUSIP No. 757473103
Pursuant to Rule 13d-2(a) under the Securities Exchange Act of 1934, as amended, this Amendment
No. 16 amends the Schedule 13D dated August 22, 1995, as previously amended to the date hereof. Unless indicated otherwise, all items left blank remain unchanged and any items that are reported are deemed to amend and supplement, rather
than supersede, the existing items in the Schedule 13D (as previously amended).
Item 1. Security and Issuer.
Item 2. Identity and Background.
Item 3.
Source and Amount of Funds or Other Consideration.
Item 4. Purpose of Transaction.
As previously disclosed on a Form 8-K filed with the Securities and Exchange Commission on
June 11, 2020, on June 10, 2020, Craft Brew Alliance, Inc., a Washington corporation (Seller), Kona Brewery LLC, a Hawaii limited liability company (the Company), and PV Brewing Partners, LLC, a
Delaware limited liability company (Buyer, and together with Seller and the Company, the Parties), entered into a Membership Interest Purchase Agreement (the Purchase Agreement), pursuant to
which, among other things, Buyer agreed to purchase from Seller 100% of the outstanding membership interests of the Company (the Kona Transaction).
On October 1, 2020, the Parties entered into the First Amendment to the Membership Interest Purchase Agreement (the First
Amendment), which, among other things, eliminates Buyers ability to defer any portion of the Additional Consideration (as defined in the Purchase Agreement) and provides for an aggregate purchase price of $15.75 million in cash,
of which (i) $5.25 million will be paid by Buyer at the closing of the Kona Transaction, (ii) $5.25 million will be paid by Buyer the first day of the month next succeeding the first full calendar month after the New Brewery Completion (as
defined in the Purchase Agreement) (the Second Payment Date), and (iii) $5.25 million will be paid by Buyer on the date that is ninety days after the Second Payment Date.
The foregoing description of the First Amendment is only a summary, does not purport to be complete and is qualified in its entirety by
reference to the full text of the First Amendment, a copy of which is filed as Exhibit 2.1 to Sellers Current Report on Form 8-K filed with the Securities and Exchange Commission on
October 5, 2020 and the terms of which are incorporated herein by reference.
Item 5. Interest in Securities of the Issuer.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
Item 7. Material to be Filed as Exhibits.
|
|
|
Exhibit No.
|
|
Description of Exhibit
|
|
|
1
|
|
First Amendment to the Membership Interest Purchase Agreement, dated October 1, 2020, by and among Craft Brew Alliance, Inc., Kona Brewery LLC and PV Brewing Partners, LLC (filed as Exhibit 2.1 to Craft Brew Alliance,
Inc.s Current Report on Form 8-K, filed on October 5, 2020, and incorporated herein by reference).*
|
*
|
Exhibits and schedules have been omitted from this filing pursuant to Item 601(a)(5) of Regulation S-K and will be furnished to the Securities and Exchange Commission upon request.
|