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EX-10.1 - EXHIBIT 10.1 - Long Blockchain Corp.v429169_ex10-1.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 18, 2016

 

Long Island Iced Tea Corp.
(Exact Name of Registrant as Specified in Charter)

 

Delaware   000-55448   47-2624098

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

116 Charlotte Avenue, Hicksville, NY   11801
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (855) 542-2832

 

N/A
(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 Holdco 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))

 

   

 

  

ITEM 1.01.ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

 

On January 18, 2016, Long Island Iced Tea Corp. (the “Company”) and Long Island Brand Beverages LLC, its wholly owned subsidiary (“LIBB”), entered into a First Amendment (the “Amendment”), effective as of January 10, 2016, to the Credit and Security Agreement, dated as of November 23, 2015, by and among LIBB, as the borrower, the Company and Brentwood LIIT Inc., as the lender (the “Lender”). The Lender is controlled by Eric Watson, who beneficially owns approximately 29% of the Company’s outstanding common stock. The Credit Agreement provides for a revolving credit facility in an initial amount of up to $1,000,000, subject to increases as provided in the Credit Agreement, up to a maximum amount of $5,000,000.

 

The Amendment changes the frequency with which accrued interest on the advances compounds. Under the Credit Agreement as amended by the Amendment, accrued interest will compound quarterly, rather than monthly as previously provided. Interest generally will continue to compound monthly in the event of a default under the Credit Agreement.

 

The description of the Amendment is qualified in its entirety by reference to the full text of such agreement, a copy of which is attached to this Form 8-K as an exhibit and is incorporated herein by reference.

 

ITEM 2.03.CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.

 

The information set forth under Item 1.01 is incorporated herein by reference.

 

ITEM 9.01.FINANCIAL STATEMENTS AND EXHIBITS.

 

(d)Exhibits.

 

Exhibit No. Description
10.1 First Amendment to Credit and Security Agreement, effective as of January 10, 2016, by and among Long Island Brand Beverages LLC, Long Island Iced Tea Corp. and Brentwood LIIT Inc.

 

 2 

 

 

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.

 

Dated:  January 20, 2016 LONG ISLAND ICED TEA CORP.  
         
         
    By: /s/ Philip Thomas  
      Philip Thomas  
      Chief Executive Officer