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): February 5, 2021         

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):

Securities registered pursuant to Section 12(b) of the Act:

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. ☐

Section 1 – Registrant’s Business and Operations

On February 5, 2021, Twinlab Consolidation Corporation (“TCC”), the operating subsidiary of Twinlab Consolidated Holdings, Inc. (the “Company”), entered into a promissory note in favor of Fifth Third Bank, National Association (“Fifth Third”) with respect to a loan in the amount of $1,343,647 (the “PPP Loan”) obtained pursuant to the Small Business Administration’s Paycheck Protection Program Second Draw Loans under Section 7(a)(37) of the Small Business Act (“SB Act”). On February 9, 2021, TCC received the proceeds from the PPP Loan. The PPP Loan is subject to the terms, conditions, and provisions of the SB Act, the Coronavirus Aid, Relief, and Economic Security Act, and the Economic Aid to Hard-Hit Small Businesses, Nonprofits, and Venues Act, as each may be amended from time to time, together with any related rules and regulations. The PPP Loan has a two-year term and bears interest at a rate of 1.00% per annum. Monthly principal and interest payments are due beginning September 1, 2021. The Company will seek forgiveness for this loan, and although no assurance can be provided, management believes the Company will meet the criteria for forgiveness of this loan. TCC will use the proceeds of the PPP Loan for payroll, office rent, and utilities.

Section 2 – Financial Information

The information relating to the PPP Loan set forth under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.

Section 9 – Financial Statements and Exhibits

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.