UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 2.04 Triggering Events that Accelerate or Increase a Direct Financial Obligation Under an Off-Balance Sheet Arrangement.
As previously reported, Loop Media, Inc., a Nevada corporation (the “Company”), along with its wholly-owned subsidiary, Retail Media TV, Inc., entered into the following loan agreements with and issued the following promissory notes to Agile Lending, LLC, a Virginia limited liability company (“Agile”), and Agile Capital Funding, LLC, as collateral agent (the “Agile Collateral Agent” and together with Agile, the “Lender”):
| ● | Subordinated Business Loan and Security Agreement dated December 27, 2024 (the “Agile $660,000 Loan Agreement”), evidenced by a Subordinated Secured Promissory Note in the original principal amount of $660,000 (the “Agile $660,000 Note” and such loan, the “Agile $660,000 Loan”); and |
| ● | Subordinated Business Loan and Security Agreement dated March 25, 2025 (the “Agile $800,000 Loan Agreement”), evidenced by a Subordinated Secured Promissory Note in the original principal amount of $800,000 (the “Agile $800,000 Note” and such loan, the “Agile $800,000 Loan,” and together with the Agile $660,000 Loan, the “Agile Loans”). The Agile $660,000 Loan Agreement, the Agile $660,000 Note, the Agile $800,000 Loan Agreement and the Agile $800,000 Note are collectively referred to as the “Loan Documents.” |
On July 21, 2025, the Company received a notice of default and acceleration letter from the Lender (the “July 21 Notice”) wherein the Lender called a default under the Loan Documents for the Company’s failure to make payments when and as due under the Loan Documents, and pursuant to Section 9.1 of the Loan Agreements, the Lender accelerated all amounts owed under the Agile Loans in the aggregate amount of one million four hundred seventy six dollars ($1,000,476), due and payable within seven days of the July 21 Notice. If the Company is unable to comply with the demands set out in the July 21 Notice, there can be no assurance as to whether the Lender will seek to pursue its rights and remedies under the Loan Documents, including without limitation its rights to the Collateral (as defined in the Loan Documents).
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |
| 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.
| Date: July 25, 2025 | LOOP MEDIA, INC. | |
| By: | /s/ Justis Kao | |
| Justis Kao, Interim Chief Executive Officer | ||