Current Report Filing (8-k)
September 22 2022 - 7:45AM
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2022-09-21
2022-09-21
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2022-09-21
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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): September 21, 2022
HARROW
HEALTH, INC.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-35814 |
|
45-0567010 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File Number) |
|
(IRS Employer
Identification No.) |
102
Woodmont Blvd., Suite 610 |
|
|
Nashville,
Tennessee |
|
37205 |
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (615)
733-4730
Not
Applicable |
(Former
Name or Former Address, if Changed Since Last Report) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
on exchange on which registered |
Common Stock, $0.001 par
value per share |
|
HROW |
|
The NASDAQ Global Market |
8.625% Senior Notes due
2026 |
|
HROWL |
|
The NASDAQ Global Market |
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 or Rule 12b-2
of the Securities Act of 1934: Emerging growth company ☐
If
any 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
September 21, 2022, Harrow Health, Inc. (the “Company”) entered into a Second Amendment (the “Amendment”) to
its loan and security agreement (the “Melt Loan”) previously entered into on September 1, 2021 and amended on April 8, 2022,
with Melt Pharmaceuticals, Inc., as borrower (“Melt”). The Amendment provides for:
Maturity.
The maturity date by which all amounts owed under the loan agreement are payable was extended to June 1, 2023, however the maturity
date can be extended further to September 1, 2026 following a qualified financing of at least $10,000,0000, unless otherwise accelerated
pursuant to the terms of the loan agreement.
Except
as expressly amended pursuant to the Amendment or referenced therein, the loan agreement, as amended, and related loan documents remain
unchanged and in full force and effect.
The
foregoing is a summary description of the Amendment is not complete and is qualified in its entirety by reference to the text of the
Amendment, which the Company expects to file as an exhibit to the Company’s Quarterly Report on Form 10-Q for the three months
ending September 30, 2022.
Item
8.01 Other Events.
On
September 21, 2022, Melt filed a registration statement on Form S-1 with the United States Securities and Exchange Commission related
to an initial public offering of Melt’s common stock in an underwritten offering (the “IPO”). The registration statement
contains, among other things, a description of Melt’s business, financial statements and strategic plans. The Company owns three
million five hundred thousand (3,500,000) shares of Melt common stock. At the time of the IPO, the Company expects to settle ten million
dollars ($10,000,000) of the principal balance of the Melt Loan into Melt common stock at the price of the IPO, net of any underwriting
discounts. The Company will continue to retain a security interest in substantially all of Melt’s personal property, rights and
assets, including intellectual property rights, to secure the remaining principal balance and payments due under Melt Loan.
This
Current Report on Form 8-K shall not constitute an offer to sell or solicitation of an offer to buy any securities.
Item
9.01. Financial Statements and Exhibits.
Item |
|
Description |
|
|
|
104 |
|
Cover
Page Interactive Data File (embedded within the Inline XBRL document) |
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.
|
HARROW HEALTH, INC. |
|
Dated: September 22, 2022 |
By: |
/s/ Andrew R. Boll |
|
|
Andrew R. Boll |
|
|
Chief Financial Officer |
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