Current Report Filing (8-k)
April 21 2022 - 4:29PM
Edgar (US Regulatory)
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2022-04-18
2022-04-18
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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
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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