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 24, 2020

 

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.)

 

1001 SE Water Avenue, Suite 390

Portland, OR 97214

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code: (971) 888-4264

 

 

 

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))

 

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)

 

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 1.01 Entry into a Material Definitive Agreement.

 

On April 24, 2020, Eastside Distilling, Inc. (the “Company”), Mr. Shoen, Jack Peterson, Lawrence Firestone (together with the Company, the “Company Parties”), Intersect Beverage, LLC, Stephanie Kilkenny, Patrick J. Kilkenny and Robert Grammen (the “Intersect Parties”) entered into a General Mutual Release (the “Release Agreement”). Pursuant to the terms of the Release Agreement, each of the Company Parties and the Intersect Parties agreed to release the other party from claims in connection with disagreements between the Company Parties and the Intersect Parties relating to the previously disclosed purchase of the Azuñia brand from Intersect Beverage, LLC in September 2019.

 

In addition, the Company agreed to take all necessary steps to cause the Board to be comprised solely of the following persons: Paul Block, Geoffrey Gwin, Stephanie Kilkenny, Jack Peterson and Lawrence Firestone (the “Current Directors”), each to serve until the Company’s 2020 Annual Meeting of Stockholders or until their respective successor is duly elected and qualified or until their earlier death, resignation or removal, whichever first occurs. The Company also agreed to nominate the Current Directors for election at the Company’s 2020 Annual Meeting of Stockholders, and to cause such nominees to be submitted to the shareholders for election.

 

The foregoing summary of the Release Agreement is qualified in its entirety by the full text of the Release Agreement, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit   Description
10.1   General Mutual Release, dated April 24, 2020

 

     

 

 

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 30, 2020

 

  EASTSIDE DISTILLING, INC.
     
  By: /s/ Lawrence Firestone
    Lawrence Firestone
    Chief Executive Officer

 

     

 

 

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