Current Report Filing (8-k)
February 12 2020 - 5:14PM
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): February 10, 2020
MARIMED
INC.
(Exact
name of registrant as specified in its charter)
Delaware
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0-54433
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27-4672745
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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10
Oceana Way, Norwood, Massachusetts
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02062
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (617) 795-5140
(Former
Name or Former Address, if Changed Since Last Report)
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):
[ ]
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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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[ ]
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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.
Title
of each class
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Ticker
symbol(s)
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Name
of each exchange on which registered
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Not
Applicable.
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Not
Applicable.
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Not
Applicable.
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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 [X]
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
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Entry
into a Material Definitive Agreement.
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On
February 10, 2020, MariMed Inc. (the “Registrant”) entered into an Amendment Agreement (the “Amendment Agreement”)
with respect to the Facility Agreement and Promissory Note (the “Original Note”) dated as of June 4, 2019 between
the Registrant, MariMed Hemp, Inc., a wholly owned subsidiary of the Registrant and SYYM LLC (the “Holder”). The Original
Note provided for a payment in the amount of $11,500,000 on January 31, 2020 from the Registrant to the Holder. Pursuant to the
terms of the Amendment Agreement, the Registrant issued to the Holder an Amended and Restated Promissory Note (the “New
Note”) in the principal amount of $11,500,000, bearing interest at the rate of fifteen percent per annum, due on June 15,
2020, with minimum amortization payments of $3,000,000 due on or before April 30, 2020. The New Note is secured by a first priority
security interest in the assets of certain of the Registrant’s subsidiaries and brands and a pledge of the Registrant’s
ownership interest in certain of its subsidiaries.
The
forgoing is qualified in its entirety by reference to the Amendment Agreement and New Note filed herewith as Exhibit 10.1 and
4.1, respectively.
Item
9.01.
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Financial
Statements and Exhibits.
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(d)
Exhibits
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Exhibit
No.
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Description
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4.1
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Amended and Restated Promissory Note, dated February 10, 2020, in the principal amount of $11,500,000, issued by MariMed Hemp Inc. and MariMed Inc.
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10.1
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Amendment Agreement, dated as of February 10, 2020, between SYYM LLC, as noteholder and collateral agent (the “Holder”), and MariMed, Inc. and MariMed Hemp, Inc., as co-borrowers.
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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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MARIMED
INC.
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Dated:
February 12, 2020
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By:
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/s/
Jon R. Levine
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Jon
R. Levine, Chief Financial Officer
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MariMed (QX) (USOTC:MRMD)
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