Edible Garden AG Inc. Reports Material Definitive Agreement

TL;DR

EDBL filed an 8-K for a material definitive agreement, looks like an acquisition/disposition with new financial obligations.

AI Summary

Edible Garden AG Inc. entered into a material definitive agreement on March 14, 2024, related to the completion of an acquisition or disposition of assets. This also created a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. The filing includes financial statements and exhibits.

Why It Matters

This filing indicates significant corporate activity for Edible Garden AG Inc., potentially involving asset changes or new financial commitments that could impact its operational and financial structure.

Risk Assessment

Risk Level: medium — Material definitive agreements and asset transactions can introduce significant financial and operational risks.

Key Players & Entities

• Edible Garden AG Inc. (company) — Registrant
• March 14, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 per share EDBL The Nasdaq Stock Mar
• $1,491,000 — uant to which the Company sold to Cedar $1,491,000 of its future accounts receivable for a
• $1,050,000 — unts receivable for a purchase price of $1,050,000, less fees and expenses of $50,000, for
• $50,000 — f $1,050,000, less fees and expenses of $50,000, for net funds provided of $1,000,000.
• $1,000,000 — s of $50,000, for net funds provided of $1,000,000. Pursuant to the Agreement, Cedar is e
• $53,250 — greement, Cedar is expected to withdraw $53,250 a week directly from the Company's bank

Filing Documents

• edbl_8k.htm (8-K) — 29KB
• edbl_ex101.htm (EX-10.1) — 129KB
• edbl_ex101img47.jpg (GRAPHIC) — 2KB
• 0001477932-24-001371.txt ( ) — 323KB
• edbl-20240314.xsd (EX-101.SCH) — 6KB
• edbl-20240314_lab.xml (EX-101.LAB) — 16KB
• edbl-20240314_cal.xml (EX-101.CAL) — 1KB
• edbl-20240314_pre.xml (EX-101.PRE) — 12KB
• edbl-20240314_def.xml (EX-101.DEF) — 4KB
• edbl_8k_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On March 14, 2024, Edible Garden AG Incorporated (the "Company") entered into a standard merchant cash advance agreement (the "Agreement") with Cedar Advance LLC ("Cedar"), dated as of March 12, 2024, pursuant to which the Company sold to Cedar $1,491,000 of its future accounts receivable for a purchase price of $1,050,000, less fees and expenses of $50,000, for net funds provided of $1,000,000. Pursuant to the Agreement, Cedar is expected to withdraw $53,250 a week directly from the Company's bank account until the $1,491,000 due to Cedar under the Agreement is paid in full. To secure the Company's obligations under the Agreement, the Company granted Cedar a security interest in all accounts, including all deposit accounts, accounts receivable, and other receivables, and proceeds as those terms are defined by Article 9 of the Uniform Commercial Code (the "Collateral"). In addition, the Company agreed not to incur, directly or indirectly, any lien on or with respect to the Collateral. In the event of a default (as defined in the Agreement), Cedar, among other remedies, can enforce its security interest in the Collateral and demand payment in full of the uncollected amount of receivables purchased plus all fees due under the Agreement. The foregoing summary of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

01 Completion of Acquisition or Disposition of Assets

Item 2.01 Completion of Acquisition or Disposition of Assets. To the extent required by Item 2.01 of Form 8-K, the information contained in Item 1.01 of this Current Report 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. To the extent required by Item 2.03 of Form 8-K, the information contained in Item 1.01 of this Current Report is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Standard Merchant Cash Advance Agreement, dated as of March 12, 2024, by and between the Company and Cedar Advance LLC. 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. EDIBLE GARDEN AG INCORPORATED Date: March 20, 2024 By: /s/ James E. Kras Name: James E. Kras Title: President and Chief Executive Officer 3

View Full Filing

View this 8-K filing on SEC EDGAR