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 2.03 Creation of a Direct Financial Obligation
On March 21, 2022 Eastside entered into a Secured Line of Credit Promissory Note (the “Note”) with TQLA, LLC, a California limited liability company, pursuant to which TQLA loaned two million dollars ($2,000,000) to Eastside on that same date. The Note provided Eastside a conditional right to borrow an additional one million dollars from TQLA at any time prior to the maturity date of the Note. On April 19, 2022 Eastside borrowed the additional one million dollars, thus increasing the principal amount of the Note to $3,000,000.
On August 4, 2022 Eastside and TQLA amended and restated the Note to increase the line of credit to $3,500,000. Pursuant to the Amended and Restated Note, TQLA loaned an additional five hundred thousand dollars ($500,000) to Eastside on that same date. By reason of the additional $1,000,000 loaned on April 19 and the additional $500,000 loaned on August 4, 2022, the Warrant issued to TQLA, LLC on March 21, 2022 can now be exercised to purchase a total of 2,916,666 shares of Eastside common stock.
The controlling owners of TQLA, LLC are Stephanie Kilkenny, who is a member of the Board of Directors of Eastside, and her husband.
Item 9.01 Financial Statements and Exhibits
Exhibits
| 10.1 | Amended and Restated Secured Line of Credit Promissory Note dated August 4, 2022 issued by Eastside Distilling, Inc. to TQLA, LLC |
| 10.2 | Secured Guaranty dated March 21, 2022 given by Craft Canning + Bottling, LLC to TQLA, LLC |
| 10.3 | Common Stock Purchase Warrant issued by Eastside Distilling, Inc. to TQLA, LLC on March 21, 2022 |
| 104 | Cover page interactive data file (embedded within the iXBRL document) |
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: August 9, 2022
| EASTSIDE DISTILLING, INC. | ||
| By: | /s/ Geoffrey Gwin | |
| Geoffrey Gwin | ||
| Chief Executive Officer | ||