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EX-99.1 - Eastside Distilling, Inc.ex99-1.htm

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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) June 8, 2017

 

EASTSIDE DISTILLING, INC.

 

(Exact Name of Registrant as Specified in Its Charter)

 

Nevada

 

(State or Other Jurisdiction of Incorporation)

 

 

 

000-54959   20-3937596
(Commission File Number)   (IRS Employer Identification No.)

 

1805 SE Martin Luther King Jr. Blvd.    
Portland, OR   97214
(Address of Principal Executive Offices)   (Zip Code)

 

(971) 888-4264

 

(Registrant’s Telephone Number, Including Area Code)

 

 

 

(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 (see General Instruction A.2. below):

 

[  ]     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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company [X]

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

 

 

 

 
 

 

Item 8.01 Other Events

 

On June 8, 2017, the board of directors of Eastside Distilling, Inc. (the “Company”) approved a 1-for-3 reverse stock split of its currently outstanding shares of common stock. The record date for the reverse split is June 14, 2017.  Prior to the split, 9,939,649 shares of common stock were issued and outstanding. After the split, 3,313,217 shares of common stock will be issued and outstanding (subject to adjustment for settlement of fractional shares, which will be rounded up to the nearest whole share). The effective date for the reverse split will be the later of June 15, 2017 or the earliest date thereafter that FINRA completes its review of the Company’s application regarding the reverse split. The common stock will continue to trade on the OTC Markets under the symbol “ESDI” following the reverse split. However, a “D” will be placed on the ticker symbol for 20-business days following the effective date of the reverse split to alert the public to such split. A copy of the press release announcing the reverse split is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

Section 9 – Financial Statements and Exhibits

 

Item 9.01 Financial Statements and Exhibits.

 

  (c) Exhibits.

 

  Exhibit    
  Number   Description
       
  99.1   Press Release

 

 
 

 

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.

 

  EASTSIDE DISTILLING, INC.
   
  By: /s/ Grover T. Wickersham
    Grover T. Wickersham
    Chief Executive Officer and Chairman of the Board

 

Date: June 12, 2017