Bespoke Extracts Secures New Financing, Issues Equity

TL;DR

**Bespoke Extracts just took on new debt and sold shares privately, signaling a potential capital raise or restructuring.**

AI Summary

Bespoke Extracts, Inc. entered into a Material Definitive Agreement on February 16, 2024, involving the creation of a direct financial obligation and unregistered sales of equity securities. The filing indicates a significant corporate action related to financing and equity, with the company's business address in Denver, CO. This 8-K report was filed on February 20, 2024, detailing these events.

Why It Matters

This filing signals a potential shift in Bespoke Extracts' financial structure and ownership, which could impact future operations and shareholder value. New financial obligations and equity sales often precede strategic initiatives or address capital needs.

Risk Assessment

Risk Level: medium — New financial obligations and unregistered equity sales can dilute existing shareholders and increase financial leverage, posing a medium risk.

Key Players & Entities

• Bespoke Extracts, Inc. (company) — Registrant
• February 16, 2024 (date) — Date of earliest event reported
• February 20, 2024 (date) — Filing date
• Denver, CO (company) — Business address location
• 000-52759 (company) — SEC File Number

FAQ

Key Financial Figures

• $100,000 — d sold to the investors an aggregate of $100,000 in 15% Senior Secured Notes due Februar
• $0.11 — m of two years and an exercise price of $0.11. In connection with the foregoing, the

Filing Documents

• ea0200296-8k_bespoke.htm (8-K) — 24KB
• ea0200296ex10-1_bespoke.htm (EX-10.1) — 52KB
• ea0200296ex10-2_bespoke.htm (EX-10.2) — 26KB
• ea0200296ex10-3_bespoke.htm (EX-10.3) — 60KB
• 0001213900-24-015264.txt ( ) — 366KB
• bspk-20240220.xsd (EX-101.SCH) — 3KB
• bspk-20240220_lab.xml (EX-101.LAB) — 33KB
• bspk-20240220_pre.xml (EX-101.PRE) — 22KB
• ea0200296-8k_bespoke_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On February 16, 2024, Bespoke Extracts, Inc. (the "Company") entered into and closed securities purchase agreements with investors pursuant to which the Company issued and sold to the investors an aggregate of $100,000 in 15% Senior Secured Notes due February 15, 2025 (the "Notes"), and warrants to purchase an aggregate of 100,000 shares of common stock, for an aggregate purchase price of $100,000. The Notes are senior in terms of priority and liquidation to all other existing debt obligations of the Company. The warrants have a term of two years and an exercise price of $0.11. In connection with the foregoing, the Company relied upon the exemption from registration provided by Section 4(a)(2) under the Securities Act of 1933, as amended, and/or Regulation D thereunder, for transactions not involving a public offering. The foregoing description of the Notes does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, the Form of Note and the Form of Warrant, which are filed as Exhibit 10.1, 10.2 and 10.3 to this Current Report on Form 8-K and are incorporated herein by reference.

03 Creation of a Direct Financial Obligation

Item 2.03 Creation of a Direct Financial Obligation. The information under Item 1.01 is incorporated by reference into this

02 Unregistered Sales of Equity Securities

Item 3.02 Unregistered Sales of Equity Securities. The information under Item 1.01 is incorporated by reference into this Item 3.02.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Exhibit 10.1 Form of Purchase Agreement 10.2 Form of Note 10.3 Form of Warrant 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 1

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. Bespoke Extracts, Inc. Date: February 20, 2024 By: /s/ Michael Feinsod Michael Feinsod Chief Executive Officer 2

View Full Filing

View this 8-K filing on SEC EDGAR