BLUM HOLDINGS, INC. Enters Material Definitive Agreement
Ticker: BLMH · Form: 8-K · Filed: Jan 8, 2025 · CIK: 1996210
| Field | Detail |
|---|---|
| Company | Blum Holdings, INC. (BLMH) |
| Form Type | 8-K |
| Filed Date | Jan 8, 2025 |
| Risk Level | medium |
| Pages | 2 |
| Reading Time | 3 min |
| Key Dollar Amounts | $250,000, $0.54, $3,927,676, $800,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-definitive-agreement, filing
TL;DR
BLUM HOLDINGS, INC. signed a big deal on Jan 2nd, filing today.
AI Summary
On January 2, 2025, BLUM HOLDINGS, INC. entered into a material definitive agreement. The company, incorporated in Delaware with its principal executive offices in Santa Ana, California, filed this 8-K report on January 8, 2025, detailing the agreement.
Why It Matters
This filing indicates a significant new contract or partnership for BLUM HOLDINGS, INC., which could impact its future operations and financial performance.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce new risks or opportunities, the specifics of which are not detailed in this initial filing.
Key Numbers
- 000-56626 — SEC File Number (Identifies the company's filing history with the SEC.)
- 93-3735199 — IRS Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- BLUM HOLDINGS, INC. (company) — Registrant
- January 2, 2025 (date) — Date of earliest event reported
- January 8, 2025 (date) — Date of report
- Santa Ana, California (location) — Principal executive offices
- Delaware (location) — State of incorporation
FAQ
What is the nature of the material definitive agreement entered into by BLUM HOLDINGS, INC. on January 2, 2025?
The filing states that BLUM HOLDINGS, INC. entered into a material definitive agreement on January 2, 2025, but the specific details of this agreement are not provided in this 8-K filing.
When was this 8-K report filed with the SEC?
This 8-K report was filed on January 8, 2025.
Where are the principal executive offices of BLUM HOLDINGS, INC. located?
The principal executive offices of BLUM HOLDINGS, INC. are located at 11516 Downey Ave., Downey, California 90241.
What is the company's state of incorporation?
BLUM HOLDINGS, INC. is incorporated in Delaware.
What is the SEC file number for BLUM HOLDINGS, INC.?
The SEC file number for BLUM HOLDINGS, INC. is 000-56626.
Filing Stats: 703 words · 3 min read · ~2 pages · Grade level 10.3 · Accepted 2025-01-08 17:15:30
Key Financial Figures
- $250,000 — the Transaction, the Company shall pay $250,000 in cash to MTV II and issue 1,931,152 s
- $0.54 — f the Company with an exercise price of $0.54. The aggregate value exchanged shall be
- $3,927,676 — egate value exchanged shall be equal to $3,927,676. Closing of the Transaction is subject
- $800,000 — ber 31, 2024 in the principal amount of $800,000 with Mr. Rosenberg. The Unsecured Promi
Filing Documents
- blmh20250108_8k.htm (8-K) — 28KB
- ex_763477.htm (EX-10.1) — 21KB
- 0001437749-25-000759.txt ( ) — 174KB
- blmh-20250102.xsd (EX-101.SCH) — 3KB
- blmh-20250102_def.xml (EX-101.DEF) — 10KB
- blmh-20250102_lab.xml (EX-101.LAB) — 14KB
- blmh-20250102_pre.xml (EX-101.PRE) — 10KB
- blmh20250108_8k_htm.xml (XML) — 2KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. On January 2, 2025, Blum Holdings, Inc. ("Blm" or the "Company") entered into a binding term sheet (the "Term Sheet") with Mt. Tam Ventures II, LLC ("MTV II") pursuant to which the Company intends to negotiate and enter into an Acquisition Agreement or Share Exchange Agreement, or similarly situated document, pursuant to which the Company shall acquire 100% of the membership interests of MTV II (the "Transaction"). Upon closing of the Transaction, the Company shall pay $250,000 in cash to MTV II and issue 1,931,152 shares of Common Stock of the Company to the various holders of the membership interests of MTV II (the "Sellers"). The Company shall also issue to the Sellers a common stock purchase warrant to purchase up to 238,368 shares of the Company with an exercise price of $0.54. The aggregate value exchanged shall be equal to $3,927,676. Closing of the Transaction is subject to the execution of definitive agreements and regulatory approvals among other customary conditions. MTV II is an investment holding company with a minority investment in Cookies Creative Productions & Consulting, Inc. ("Cookies"). Douglas Rosenberg is the Founder of MTV II. The Company has an Unsecured Promissory Note dated December 31, 2024 in the principal amount of $800,000 with Mr. Rosenberg. The Unsecured Promissory Note was filed as Exhibit 10.1 to the Current Report on Form 8-K filed on January 7, 2025. Blm, through its subsidiary, operates a Cookies-branded store. Additionally, Blm partners with Cookies to participate in events such as Hall of Flowers and the Emerald Cup. Sabas Carrillo, the CEO of Blm, served as Chief Financial Officer of Cookies from 2018 to 2020. Sabas is also a Co-Founder, Board Member and CFO at Mesh Ventures, and a General Partner and Limited Partner at both Mesh Ventures and 1212 Ventures. The foregoing description of the Term Sheet does not purport to be complete and is qualified in its entirety by r
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit Description 10.1 Binding Term Sheet. 104 Cover Page Interactive Data File (embedded within the Inline XBRL Document). 2
SIGNATURES
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. BLUM HOLDINGS, INC. Date: January 8, 2025 By: /s/ Sabas Carrillo Sabas Carrillo Chief Executive Officer 3