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): August 24,
2018
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New Age Beverages Corporation
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(Exact
name of registrant as specified in its charter)
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Washington
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(State
or other jurisdiction of incorporation)
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001-38014
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27-2432263
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(Commission
File Number)
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(IRS
Employer Identification No.)
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1700
E. 68th Avenue, Denver, CO 80229
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(Address of principal executive offices) (Zip Code)
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(303)
289-8655
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(Registrant’s
telephone number, including area code)
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(Former
name or former address, if changed since last report)
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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))
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this
chapter).
Emerging Growth
Company ☒
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 2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a
Registrant.
As previously disclosed, on August 10, 2018, New Age Beverages
Corporation, a Washington corporation (the
“Company”) and its wholly-owned subsidiaries NABC,
Inc., NABC Properties, LLC and New Age Health Sciences, Inc. (the
“Subsidiaries” and collectively with the Company, the
“Borrowers”) entered into a loan and security
agreement with Siena Lending Group LLC (the
“Lender”) which provides for a $12 million
aggregate principal amount revolving credit facility (the
“Loan
and Security Agreement”)
which is subject to availability based on eligible accounts
receivables and eligible inventory of the Company. The Loan and
Security Agreement has a scheduled maturity date of August 10, 2021
(the “Maturity
Date”).
On August 24, 2018, the Company satisfied all closing conditions
under the Loan and Security Agreement, including the requirement to
raise debt or equity.
The terms and conditions of the Loan and Security Agreement are
outlined in Item 1.01 of the Company’s Current Report on Form
8-K filed on August 16, 2018, which is incorporated herein by
reference, and the Credit Agreement was filed as Exhibit 10.1 to
such Form 8-K.
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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NEW AGE BEVERAGES CORPORATION
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Date:
August 29, 2018
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By:
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/s/ Brent
Willis
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Brent
Willis
Chief
Executive Officer
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