Current Report Filing (8-k)
October 31 2022 - 04:55PM
Edgar (US Regulatory)
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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
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Date of Report (Date of earliest event reported):
October 28, 2022
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Winc, Inc.
(Exact name of Registrant as Specified in Its Charter)
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Delaware
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001-41055
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45-2988960
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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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1751 Berkeley St, Studio 3
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Santa Monica,
California
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90404
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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:
(800)
297-1760
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(Former Name or Former Address, if Changed Since Last
Report)
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))
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 of each exchange on which registered
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Common Stock, $0.0001 par value per share
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WBEV
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NYSE American LLC
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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 October 28, 2022, Winc, Inc. (the "Company") entered into
Amendment Number Three (the "Amendment") to its Credit Agreement,
dated as of December 15, 2020, by and among the Company, BWSC, LLC
and Pacific Mercantile Bank, as amended (the "Credit Agreement").
The Amendment amended the Credit Agreement to, among other things,
modify (i) the scheduled incremental reductions in the Company's
borrowing capacity under the Credit Agreement in the periods prior
to the maturity date and (ii) the measurement date for an event of
default relating to the minimum liquidity covenant contained in the
Credit Agreement.
The foregoing summary of the Amendment is not complete and is
qualified in its entirety by reference to the full text of the
Amendment, a copy of which is filed as Exhibit 10.1 to this Current
Report on Form 8-K and incorporated in this Item 1.01 by
reference.
Item 2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a
Registrant.
The information set forth under Item 1.01 is hereby incorporated by
reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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 thereunto duly authorized.
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WINC, INC.
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Date:
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October 31, 2022
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By:
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/s/ Brian Smith
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Brian Smith
President and Interim Chief Executive Officer
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Winc (AMEX:WBEV)
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