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EX-10.1 - Long Blockchain Corp.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 16, 2020

 

LONG BLOCKCHAIN CORP.

(Exact Name of Registrant as Specified in Charter)

 

Delaware   001-37808   47-2624098
(State or Other Jurisdiction   (Commission   (IRS Employer
of Incorporation)   File Number)   Identification No.)

 

12-1 Dubon Court, Farmingdale, NY 11735

(Address of Principal Executive Offices) (Zip Code)

 

(855) 542-2832

(Registrant’s Telephone Number, Including Area Code)

 

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

 

Securities registered pursuant to Section 12(b) of the Act: None

 

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 (§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 [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. [X]

 

 

 

   

 

 

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

On January 16, 2019, Long Blockchain Corp. (the “Company”) and Long Island Brand Beverages LLC (“LIBB”), a wholly owned subsidiary of the Company, entered into an amendment (an “Amendment”) to the loan agreement by and among LIBB, the Company and Long Island Beverage Corp. (“LIBC”), and the promissory note issued by LIBB to LIBC thereunder, each dated as of January 31, 2019 and amended as of June 25, 2019 and August 30, 2019 (together, the “Loan Documents”). Pursuant to the Loan Documents, LIBC previously advanced CA$383,205 (or approximately $287,404) to LIBB (the “Loans”).

 

The Amendment extends the maturity date of the Loans to April 18, 2020 and increases the maximum principal amount of the Loans to CA$500,000. All remaining terms of the Loan Documents remain unchanged. In connection with the Amendment, LIBB received an additional advance of approximately CA$19,586 (or approximately $15,000) from LIBC.

 

The foregoing description of the Amendment does not purport to be complete and is subject to and qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as an exhibit hereto and is incorporated herein by reference.

 

Item 9.01 Financial Statements, Pro Forma Financial Information and Exhibits.

 

(d) Exhibits:

 

Exhibit   Description
     
10.1   Amendment to Loan Agreement and Promissory Note, dated as of August 30, 2019, by and among Long Island Beverages Corp., Long Island Brand Beverages LLC and Long Blockchain Corp.

 

   

 

 

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 23, 2020

 

  LONG BLOCKCHAIN CORP.
     
  By: /s/ Andy Shape
  Name: Andy Shape
  Title: Chief Executive Officer