Edible Garden AG Inc. Files 8-K for Material Agreement

TL;DR

EDBL filed an 8-K for a new material agreement on 8/29, expect financial obligation updates.

AI Summary

Edible Garden AG Inc. entered into a material definitive agreement on August 29, 2025. This filing also indicates the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. Specific details of the agreement and the financial obligations are not provided in this excerpt.

Why It Matters

This filing signals a significant new agreement for Edible Garden AG Inc., potentially impacting its financial obligations and future operations.

Risk Assessment

Risk Level: medium — The filing indicates a material definitive agreement and financial obligations, which could introduce new risks or opportunities for the company.

Key Players & Entities

• Edible Garden AG Inc. (company) — Registrant
• August 29, 2025 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 001-41371 (identifier) — SEC File Number
• 85-0558704 (identifier) — EIN

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 per share EDBL The Nasdaq Stock Mar
• $1,750,000 — ") with an original principal amount of $1,750,000. After deducting the original issue dis
• $350,000 — educting the original issue discount of $350,000 and certain transaction expenses, the C
• $1,395,000 — s, the Company received net proceeds of $1,395,000 from the sale of the Note to Avondale.
• $43,750 — he Company will make weekly payments of $43,750 until the Note is paid in full. The Com
• $50,000 — by January 16, 2026, it will receive a $50,000 discount on the outstanding balance of

Filing Documents

• elbl_8k.htm (8-K) — 34KB
• elbl_ex101.htm (EX-10.1) — 116KB
• elbl_ex102.htm (EX-10.2) — 36KB
• elbl_ex103.htm (EX-10.3) — 54KB
• 0001477932-25-006533.txt ( ) — 427KB
• elbl-20250829.xsd (EX-101.SCH) — 5KB
• elbl-20250829_lab.xml (EX-101.LAB) — 16KB
• elbl-20250829_cal.xml (EX-101.CAL) — 1KB
• elbl-20250829_pre.xml (EX-101.PRE) — 12KB
• elbl-20250829_def.xml (EX-101.DEF) — 6KB
• elbl_8k_htm.xml (XML) — 5KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On August 29, 2025, Edible Garden AG Incorporated (the "Company") entered into a note purchase agreement (the "Note Purchase Agreement") with Avondale Capital, LLC ("Avondale"), an affiliate of Streeterville Capital, LLC, the sole holder of the Company's outstanding shares of Series B Preferred Stock, pursuant to which the Company agreed to issue and sell to Avondale a secured promissory note (the "Note") with an original principal amount of $1,750,000. After deducting the original issue discount of $350,000 and certain transaction expenses, the Company received net proceeds of $1,395,000 from the sale of the Note to Avondale. A portion of the net proceeds of the Note Purchase Agreement will be used to satisfy the remaining amount to which Arin Funding LLC is entitled under the standard merchant cash advance agreement dated as of April 1, 2025. The Company will make weekly payments of $43,750 until the Note is paid in full. The Company may prepay the outstanding amount due under the Note at any time without penalty. If the Company prepays the Note in full by January 16, 2026, it will receive a $50,000 discount on the outstanding balance of the Note. No interest will accrue on the Note unless an event of default occurs. The Note is secured by a security interest in the Company's cash and cash equivalents, accounts receivable, and all other forms of receivables, as set forth in a security agreement in favor of Avondale (the "Security Agreement," together with the Note Purchase Agreement and the Note, the "Transaction Documents"). The Transaction Documents contain customary representations and warranties, covenants and agreements of the Company and Avondale. Under the Note, a "trigger event" will occur if the Company fails to timely file required reports with the Securities and Exchange Commission; the Company's common stock is no longer listed for trading on Nasdaq; the Company, without the consent of Avondale

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 10.1# Note Purchase Agreement, by and between Edible Garden AG Incorporated and Avondale Capital, LLC, dated as of August 29, 2025 10.2 Secured Promissory Note, by and between Edible Garden AG Incorporated and Avondale Capital, LLC, effective as of August 29, 2025 10.3 Security Agreement, by and between Edible Garden AG Incorporated and Avondale Capital, LLC, dated as of August 29, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). # Schedules and similar attachments have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The Company will furnish a copy of any omitted schedule or similar attachment to the Securities and Exchange Commission upon request. 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: September 5, 2025 /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