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EX-10.1 - PROMISSORY NOTE - AEMETIS, INC | amtx_ex101.htm |
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): January 31,
2017
Aemetis, Inc.
(Exact name of registrant as specified in its charter)
Nevada
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000-51354
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26-1407544
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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20400 Stevens Creek Blvd., Suite 700
Cupertino, CA 95014
(Address of principal executive offices) (Zip
Code)
Registrant's telephone number, including area
code: (408)
213-0940
(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:
☐ Written communications
pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
☐ Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
☐ Pre-commencement
communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material
Definitive Agreement.
As reported in Item 2.03 of this Form 8-K, on January 31, 2017,
Aemetis, Inc. (the “Registrant”) and certain of its
subsidiaries (together with the Registrant, the
“Company”) executed and delivered to Third Eye Capital
Corporation (the “Payee”) a promissory note, a copy of
which is included as Exhibit 10.1 to this Form 8-K (the
“Promissory Note”). Exhibit 10.1 as well as its
description included in Item 2.03 of this Form 8-K are incorporated
into this Item 1.01 by reference.
Item 2.03 Creation of a Direct Financial
Obligation.
On January 31, 2017, the Company entered into a short-term credit
facility for working capital and other general corporate purposes
governed by the Promissory Note, payable to the Payee in the
principal amount of $2,100,000. The Promissory Note contains
certain restrictions on the use of proceeds, to be approved by the
Payee. The Promissory Note bears interest from January 31, 2017
until repayment in full at the rate of 14% per annum, paid monthly
in arrears. The outstanding principal balance of the indebtedness
evidenced by the Promissory Note, plus any accrued but unpaid
interest and any other sums due thereunder, shall be due and
payable in full at the earlier to occur of (a) receipt of proceeds
from any financing, refinancing or other similar transaction, (b)
extension of credit by the Payee, as lender or as agent on behalf
of certain lenders, to the Company or its affiliates and (c) May
30, 2017. The Note is secured by liens and security interests upon
the property and assets of the Company as described in that certain
Amended and Restated Note Purchase Agreement, dated as of July 6,
2012.
The foregoing descriptions of the Promissory Note do not purport to
be complete and are qualified in their entirety by reference to the
full text of the Promissory Note, which is filed as Exhibit 10.1
hereto and incorporated by reference herein.
Item 9.01. Financial Statements and
Exhibits.
(d)
Exhibits.
EXHIBIT NUMBER
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DESCRIPTION
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Promissory
Note, dated as of January 31, 2017, by and between Aemetis, Inc.,
Aemetis Advanced Fuels Keyes, Inc., Aemetis Facility Keyes, Inc.
and Third Eye Capital Corporation
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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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AEMETIS, INC.
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By:
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/s/
Eric A. McAfee
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Name:
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Eric
A. McAfee
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Title:
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Chief
Executive Officer
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February
3, 2017
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(Principal
Executive Officer)
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