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): June 16, 2020
ACREAGE HOLDINGS, INC. |
(Exact name of registrant as specified in its charter) |
Commission File Number: 000-56021 |
British Columbia, Canada | 98-1463868 |
(State or other jurisdiction of incorporation) | (IRS Employer Identification No.) |
366 MADISON AVENUE, 11TH FLOOR NEW YORK, NEW YORK, 10017, UNITED STATES | |
(Address of principal executive offices, including zip code) | |
(646) 600-9181 | |
(Registrant’s telephone number, including area code) | |
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)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Subordinate Voting Shares, no par value | ACRGF | OTC Markets Group Inc. | ||
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 1.01 | Entry into a Material Definitive Agreement. |
On June 16, 2020, Acreage Holdings, Inc. (the “Company”) entered into a short-term definitive loan agreement (the “Loan Agreement”) with an institutional investor for gross proceeds of $15,000,000. The secured note issued pursuant to the Loan Agreement (the “Note”) has a maturity date of four months and bears interest at a per annum rate of 60%. It is secured by, among other items, the Company’s operations in Illinois, New Jersey and Florida, as well as the Company’s U.S. intellectual property. In the event of default, the Company is further obligated to pay to Lender an additional fee of $6,000,000. The Company may pre-pay the note without penalty or premium at any time following the 90th day following the closing.
The foregoing description of the Loan Agreement and Note is not complete and is qualified in its entirety by reference to the full text of the Loan Agreement and Note which will be filed as an exhibit to the Company’s next periodic filing.
Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information required to be disclosed in this Item 2.03 is incorporated herein by reference to the information set forth in Item 1.01.
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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.
ACREAGE HOLDINGS, INC. | |
Date: June 19, 2020 | /s/ Glen Leibowitz |
Glen Leibowitz Chief Financial Officer | |
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