Current Report Filing (8-k)
March 11 2022 - 4:56PM
Edgar (US Regulatory)
0001415684
false
0001415684
2022-03-08
2022-03-08
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
March
8, 2022
Date
of report (date of earliest event reported)
MusclePharm
Corporation
(Exact
name of registrant as specified in its charter)
Nevada |
|
000-53166 |
|
77-0664193 |
(State
or other jurisdictions of
incorporation
or organization) |
|
(Commission
File
Number) |
|
(I.R.S.
Employer
Identification
No.) |
6728
W. Sunset Rd. Ste. 130, Las Vegas, NV 89118
(Address
of principal executive offices) (Zip Code)
(800)
292-3909
(Registrant’s
telephone number, including area code)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants 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:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on which registered |
N/A |
|
|
|
|
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
March 8, 2022, MusclePharm Corporation (the “Company”) entered into an Unsecured Revolving Promissory Note (the “Note”)
with Ryan Drexler, the Chairman of the Board and Chief Executive Officer of the Company (the “Lender”). The Company expects
to initially borrow approximately $3 million under the Note. Under the terms of the Note, proceeds may be used solely to finance the
production of orders from Costco Wholesale Corporation or any of its affiliates or subsidiaries. The Note does not contain a cap on borrowings
thereunder. However, further advances under the Note are at the discretion of the Lender. Outstanding balances under the Note accrue
interest at the rate of 18% per annum. Prior to maturity, the Company generally may pay down principal balances and re-borrow under the
Note, subject to the discretion of the Lender to advance funds under the Note. The Note contains customary events of default and acceleration
provisions.
The
Note is subordinate to the 14% Original Issue Discount Senior Secured Notes previously issued by the Company. Under the terms of the
First Amendment to Intercreditor and Subordination Agreement, dated as of March 8, 2022, between the Company, Ryan Drexler and Empery
Tax Efficient, LP (the “Amendment”), principal but not interest due under the Note generally may be repaid out of payments
received by the Company in respect of accounts receivable financed pursuant to the Note.
A
copy of each of the Note, the Amendment and the original Intercreditor and Subordination Agreement is attached to this Current Report
on Form 8-K as Exhibit 10.1, 10.2 and 10.3, respectively, each of which is incorporated herein by reference as though fully set forth
herein. The foregoing summary descriptions of the foregoing instruments are not intended to be complete and are qualified in their entirety
by the complete text thereof.
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 in Item 1.01 is incorporated by reference herein.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
Exhibit
No. |
|
Description |
10.1 |
|
Unsecured Revolving Promissory Note, dated March 8, 2022, between MusclePharm Corporation and Ryan Drexler |
10.2 |
|
First Amendment to Intercreditor and Subordination Agreement, dated March 8, 2022, between MusclePharm Corporation, Ryan Drexler and Empery Tax Efficient, LP |
10.3 |
|
Intercreditor and Subordination Agreement, dated October 13, 2021, between MusclePharm Corporation, Ryan Drexler and Empery Tax Efficient, LP |
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.
MUSCLEPHARM CORPORATION |
|
|
|
|
|
|
By: |
/s/
Ryan Drexler |
|
Name: |
Ryan Drexler |
|
Title: |
Chief Executive Officer |
Date:
March 11, 2022 |
|
|
Muscle Pharm (CE) (USOTC:MSLP)
Historical Stock Chart
From Aug 2024 to Sep 2024
Muscle Pharm (CE) (USOTC:MSLP)
Historical Stock Chart
From Sep 2023 to Sep 2024