Current Report Filing (8-k)
October 01 2020 - 5:26PM
Edgar (US Regulatory)
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 25, 2020 (October 1, 2020)
1847
Holdings LLC
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(Exact
name of registrant as specified in its charter)
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Delaware
|
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333-193821
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38-3922937
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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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590
Madison Avenue, 21st Floor, New York, NY
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10022
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(Address of principal
executive offices)
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(Zip Code)
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(212)
521-4052
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(Registrant’s telephone
number, including area code)
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(Former
name or former address, if changed since last report.)
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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:
☐
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Written communications pursuant
to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
☐
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Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act: None
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 Exchange Act of 1934. ☐
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
September 25, 2020, 1847 Asien Inc. (“1847 Asien”), a subsidiary of 1847 Holdings LLC (the “Company”),
through its subsidiary, Asien’s Appliance, Inc., entered into an Inventory Financing Agreement (the “Agreement”)
with Wells Fargo Commercial distribution Finance, LLC (the “Lender”) providing for a letter of credit for up
to $500,000 (the “Loan”). The term of the Agreement is one year, and from year to year thereafter, unless sooner
terminated by either party upon 30 days written notice to the other party.
Pursuant
to the terms of the Agreement, 1847 Asien’s has granted to the Lender a security interest in its inventory and equipment,
accounts and other rights of payments, and general intangibles, as such terms are defined in the Uniform Commercial Code.
The
Agreement contains customary events of default, including the occurrence of the following: (i) a failure to make a payment in
full when due; (ii) insolvency or bankruptcy; (iii) a material adverse change in the business, operations or conditions of 1847
Asien; or (iv) a breach of any representation, covenant, warranty or agreement made in connection with the Loan. The Agreement
contains customary representations, warranties, and affirmative and negative covenants for a loan of this type.
In
connection with the Loan, 1847 Asien and the Company entered into a Guaranty, pursuant to which 1847 Asien and the Company jointly
and severally guaranteed the full and punctual payment and performance of obligations due under the Agreement, including all reasonable
fees and expenses incurred by or on behalf of Lender to protect or enforce any of Lender’s rights under the Guaranty.
The
foregoing summary of the terms and conditions of the Agreement and the Guaranty does not purport to be complete and is qualified
in its entirety by reference to the full text of such documents attached hereto as Exhibits 10.1 and 10.2, respectively, which
are incorporated herein 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 incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
The
following exhibits are filed herewith:
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.
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1847
HOLDINGS LLC
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Date: October 1, 2020
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/s/ Ellery
W. Roberts
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Name:
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Ellery W. Roberts
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Title:
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Chief Executive Officer
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