Form 8-K Amergent Hospitality For: Sep 27
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of Earliest Event Reported):
(Exact name of registrant as specified in its charter)
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification) |
(Address of principal executive office) (zip code)
(Former address of principal executive offices) (zip code)
(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: None
Securities registered pursuant to Section 12(g) of the Act:
Title of each class
Common stock, $0.0001 par value
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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 September 27, 2021, Amergent Hospitality Group Inc., a Delaware corporation (“Amergent”), and Oz Rey, LLC added a 4.99% beneficial ownership blocker to the following documents:
| ● | 10% Secured Convertible Debenture in the original amount of $4,037,889 by Amergent in favor of Oz Rey, LLC; | |
| ● | Oz Rey, LLC’s warrant to purchase 462,600 shares of Amergent common stock dated April 1, 2020l; and | |
| ● | Oz Rey, LLC’s warrant to purchase 1,100,000 shares of Amergent common stock dated April 1, 2020. |
Any increase in the 4.99% beneficial ownership limitation may be effected after 61 days of receipt by Amergent of applicable notice from holder.
The foregoing summary of the transaction does not purport to be complete and is qualified in its entirety by reference to Amendment No. 2 to 10% Convertible Debenture and Warrants, which document will be attached as an exhibit to Amergent’s quarterly report on Form 10-Q for the period ending September 30, 2021.
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.
Date: September 30, 2021
| Amergent Hospitality Group Inc. | ||
| By: | /s/ Michael D. Pruitt | |
| Michael D. Pruitt | ||
| Chief Executive Officer | ||
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