UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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| Item 1.01 | Entry into a Material Definitive Agreement. |
As previously disclosed, on July 2, 2024, a wholly owned subsidiary of Venu Holding Corporation (the “Company”) and the City of El Paso, Texas entered into Chapter 380 Economic Development Program Agreement dated July 2, 2024 (the “Chapter 380 Agreement”) that set forth certain of the terms of which the Company will construct and manage an amphitheater centric development in El Paso, Texas. On April 15, 2025, El Paso City Council approved certain amendments to the Chapter 380 Agreement, and then on April 24, 2025 each of the parties executed and delivered a first amendment to the Chapter 380 Agreement (the “Amendment”). The Amendment served to amend certain provisions of the Chapter 380 Agreement related to the development and construction of the amphitheater project, including to: (i) increase the amount the Company must invest in the acquisition, development, carrying costs, construction, and business personal property costs associated with developing project from $80 million to $100 million; (ii) expand the development site from seventeen acres to twenty acres; and (iii) remove a right of refusal in favor of the Company to develop and / or operate certain voted approved projects.
The foregoing description of the Amendment is not complete and is qualified in its entirety by reference to the complete document, a copy of which is filed as Exhibit 10.1 to this Current Report.
| Item 8.01 | Other Events. |
On April 9, 2025, the Company announced that it entered into a purchase and sale agreement to acquire certain real property in Centennial, Colorado and plans to develop a mid-size indoor music venue on that property. The parties are seeking to close that transaction on or about June 1, 2025, however, the closing of that acquisition is subject to the satisfaction of various closing conditions.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description | |
| 10.1 | First Amendment to Chapter 380 Economic Development Program Agreement between Venu Holding Corporation and the City of El Paso, TX. | |
| 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.
| VENU HOLDING CORPORATION | ||
| (Registrant) | ||
| Dated: April 24, 2025 | By: | /s/ J.W. Roth |
| J.W. Roth | ||
| Chief Executive Officer and Chairman | ||