Current Report Filing (8-k)
April 21 2022 - 04:29PM
Edgar (US Regulatory)
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2022-04-18 iso4217:USD xbrli:shares iso4217:USD xbrli:shares
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):
April 18, 2022
EASTSIDE DISTILLING, INC.
(Exact
name of registrant as specified in its charter)
|
Nevada |
|
001-38182 |
|
20-3937596 |
|
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(IRS
Employer
Identification
No.)
|
2321 NE Argyle Street,
Unit D
Portland,
Oregon
97211
(Address of principal executive offices)
(Zip
Code)
Registrant’s
telephone number, including area code:
(971)
888-4264
Securities
registered pursuant to Section 12(b) of the Act:
|
Common
Stock, $0.0001 par value |
|
EAST |
|
The
Nasdaq Stock Market LLC |
|
(Title
of Each Class) |
|
(Trading
Symbol) |
|
(Name
of Each Exchange on Which Registered) |
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 (CFR §230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of
1934 (CFR §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
2.03 |
Creation
of a Direct Financial Obligation |
On
March 21, 2022 Eastside entered into a Secured Line of Credit
Promissory Note (the “Note”) with TQLA, LLC, a California
limited liability company, pursuant to which TQLA loaned two
million dollars ($2,000,000) to Eastside on that same date. The
Note provided Eastside a conditional right to borrow an additional
one million dollars from TQLA at any time prior to the maturity
date of the Note. On April 19, 2022 Eastside borrowed the
additional one million dollars, thus increasing the principal
amount of the Note to $3,000,000.
The
controlling owners of TQLA, LLC are Stephanie Kilkenny, who is a
member of the Board of Directors of Eastside, and her
husband.
|
Item
5.02 |
Departure
of Directors |
On
April 18, 2022, Geoffrey Gwin resigned from his position as a
member of the Board of Directors of Eastside Distilling, Inc.
(“Eastside”). Mr. Gwin will continue to serve Eastside as Interim
Chief Executive Officer and as Chief Financial Officer.
|
Item
9.01 |
Financial
Statements and Exhibits |
Exhibits
|
10.1 |
Secured
Line of Credit Promissory Note dated March 21, 2022 issued by
Eastside Distilling, Inc. to TQLA, LLC – filed as an exhibit to the
Current Report on Form 8-K filed on March 24, 2022 |
| |
|
| 10.2 |
Secured
Guaranty dated March 21, 2022 given by Craft Canning + Bottling,
LLC to TQLA, LLC – filed as an exhibit to the Current Report on
Form 8-K filed on March 24, 2022 |
| |
|
| 10.3 |
Common
Stock Purchase Warrant issued by Eastside Distilling, Inc. to TQLA,
LLC on March 21, 2022 – filed as an exhibit to the Current Report
on Form 8-K filed on March 24, 2022 |
| |
|
| 104 |
Cover
page interactive data file (embedded within the iXBRL
document) |
SIGNATURE
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.
Date:
April 21, 2022
|
|
EASTSIDE
DISTILLING, INC. |
|
|
|
|
|
|
By: |
/s/
Geoffrey Gwin |
|
|
|
Geoffrey
Gwin |
|
|
|
Chief
Executive Officer |
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