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
Date of Report (Date of earliest event reported):
September 7, 2023 (
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Item 1.01 Entry into a Material Definitive Agreement.
As previously disclosed, on February 3, 2023, 1847 Holdings LLC (the “Company”) issued to Mast Hill Fund, L.P. (“Mast Hill”) a promissory note in the principal amount of $104,000 (the “Mast Hill February 3 Note”) and issued to Leonite Fund I, LP (“Leonite”) a promissory note in the principal amount of $500,000 (the “Leonite February 3 Note”).
As previously disclosed, on February 9, 2023, the Company issued a promissory note in the principal amount of $1,390,909 to Mast Hill (the “Mast Hill February 9 Note”) and a promissory note in the principal amount of $1,166,667 to Leonite (the “Leonite February 9 Note”).
As previously disclosed, on February 22, 2023, the Company issued a promissory note in the principal amount of $878,000 to Mast Hill (the “Mast Hill February 22 Note,” and together with the Mast Hill February 3 Note, the Leonite February 3 Note, the Mast Hill February 9 Note and the Leonite February 9 Note, the “Notes”).
As previously disclosed, on August 4, 2023, August 9, 2023 and August 10, 2023, the Company received notices from Mast Hill and Leonite that an Event of Default (as defined in the Notes) had occurred under the Notes for failure to make certain payments when due. Notwithstanding the foregoing, Mast Hill and Leonite agreed that they would not require any payments in cash for the over-due amounts or accelerate the payments due under the Notes for a period of 60 days. Since an Event of Default occurred, Mast Hill and Leonite had the right to convert the Notes, including the over-due amounts and default interest and penalties, into common shares at their election.
Following the receipt of such notices, Mast Hill converted the Mast Hill February 3 Note and Leonite converted the February 3 Note. Accordingly, the Mast Hill February 3 Note and Leonite February 3 Note have been terminated. In addition, Mast Hill partially converted the Mast Hill February 9 Note and Leonite partially converted the Leonite February 9 Note.
On August 31, 2023, the Company, Mast Hill and Leonite entered into amendments to the Mast Hill February 9 Note, the Leonite February 9 Note and the Mast Hill February 22 Note (the “Amendments”), pursuant to which the parties agreed to extend the maturity date of the remaining Notes to August 31, 2024 and the Company agreed to make monthly payments commencing on September 30, 2023, as further described in the Amendments. Mast Hill and Leonite also agreed not to convert any portion of the remaining Notes as long as the Company makes these payments when due. As consideration for Mast Hill and Leonite’s entry into the Amendments, the Company agreed to pay Mast Hill and Leonite an amendment fee equal to 10% of the principal amounts of the remaining Notes within one (1) business day.
The foregoing description of the Amendments does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendments filed as exhibits to this report, which are incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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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.
| Date: September 7, 2023 | 1847 HOLDINGS LLC | |
| /s/ Ellery W. Roberts | ||
| Name: | Ellery W. Roberts | |
| Title: | Chief Executive Officer | |
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