Current Report Filing (8-k)
December 22 2022 - 5:20PM
Edgar (US Regulatory)
0001664127
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0001664127
2022-12-16
2022-12-16
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xbrli:shares
iso4217:USD
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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): December 16, 2022
ALTITUDE
INTERNATIONAL HOLDINGS, INC.
(Exact
name of Registrant as specified in its Charter)
| New
York |
|
000-55639 |
|
13-3778988 |
(State
or Other Jurisdiction
of Incorporation) |
|
(Commission
File Number) |
|
(I.R.S.
Employer
Identification No.) |
4500
SE Pine Valley Street, Port St. Lucie, FL 34952
(Address
of Principal Executive Offices)
772-323-0625
(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 Registrant under
any of the following provisions (see general instruction A.2. below):
| ☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
|
| ☐ |
Soliciting
material pursuant to Rule 14-a-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: None.
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
December 16, 2022, Altitude International Holdings, Inc. (the “Company”), Altitude
Hospitality, LLC and Trident Water, LLC entered into an “Acknowledgment and Consent Agreement” (the “Consent Agreement”)
with FVP Servicing, LLC (“FVP”), the administrative agent for certain lenders, and certain lenders (the “Lenders”).
The Consent Agreement relates to a default by the Company under that certain Amended and Restated Loan Agreement (the “Loan Agreement”)
executed on September 2, 2022.
Under
the terms of the Consent Agreement, the Lenders agreed to make one or more advances to Altitude Hospitality, LLC (or directly to any
applicable payee) by disbursing, in their sole and absolute discretion, up to an aggregate amount of $1,250,000.00 of the proceeds of
the Growth Capital Loan defined in the Loan Agreement on deposit in the Interest Reserve Account (as defined in the Loan Agreement) to
be used solely for working capital expenditures of Altitude Hospitality, LLC.
In
exchange for this advance, the Company and its subsidiaries acknowledged liability under the Loan Agreement, waived certain rights and
cure periods, and released FVP and the lenders from claims. The Company also agreed to set up certain deposit account control agreements
and obtain collateral access agreements from its landlords within ninety days of the date of the Consent Agreement.
Item
9.01 Financial Statements and Exhibits.
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.
Date:
December 22, 2022
| |
ALTITUDE
INTERNATIONAL, INC. |
| |
|
|
| |
By: |
/s/
Gregory C. Breunich |
| |
Name: |
Gregory
C. Breunich |
| |
Title: |
Chief
Executive Officer |
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