Rocky Mountain Chocolate Factory Terminates Agreement

Ticker: RMCF · Form: 8-K · Filed: Jul 31, 2024 · CIK: 1616262

Rocky Mountain Chocolate Factory, Inc. 8-K Filing Summary
FieldDetail
CompanyRocky Mountain Chocolate Factory, Inc. (RMCF)
Form Type8-K
Filed DateJul 31, 2024
Risk Levelmedium
Pages2
Reading Time3 min
Key Dollar Amounts$0.001, $1.0 million, $666,666.66, $916,666, $50,000
Sentimentneutral

Sentiment: neutral

Topics: agreement-termination, financial-statements

TL;DR

RMCF terminated a major deal, filing financials too. Big changes ahead?

AI Summary

Rocky Mountain Chocolate Factory, Inc. announced on July 26, 2024, the termination of a material definitive agreement. The company also filed financial statements and exhibits as part of this 8-K filing. Specific details regarding the agreement terminated or the financial statements were not provided in the excerpt.

Why It Matters

The termination of a material definitive agreement can significantly impact a company's operations, partnerships, and financial outlook.

Risk Assessment

Risk Level: medium — Termination of a material definitive agreement introduces uncertainty regarding the company's future business relationships and financial performance.

Key Players & Entities

  • Rocky Mountain Chocolate Factory, Inc. (company) — Registrant
  • July 26, 2024 (date) — Date of earliest event reported
  • Delaware (jurisdiction) — State of incorporation
  • 265 Turner Drive (address) — Principal executive offices
  • Durango, Colorado (location) — Principal executive offices location
  • 81303 (zip_code) — Principal executive offices zip code
  • ( 970 ) 259-0554 (phone_number) — Registrant's telephone number

FAQ

What was the material definitive agreement that was terminated?

The provided excerpt does not specify the details of the material definitive agreement that was terminated.

When was the agreement terminated?

The filing indicates July 26, 2024, as the date of the earliest event reported, which includes the termination of a material definitive agreement.

What are the key financial statements being filed?

The excerpt mentions the filing of financial statements and exhibits but does not detail their specific content.

What is the company's principal executive office address?

The company's principal executive offices are located at 265 Turner Drive, Durango, Colorado, 81303.

What is the company's telephone number?

The company's telephone number is (970) 259-0554.

Filing Stats: 724 words · 3 min read · ~2 pages · Grade level 11.3 · Accepted 2024-07-31 08:30:11

Key Financial Figures

  • $0.001 — ge on which registered Common Stock , $0.001 par value per share RMCF Nasdaq Glo
  • $1.0 million — ote in the original principal amount of $1.0 million (the "Promissory Note") secured by the
  • $666,666.66 — to assume the same in consideration of $666,666.66. As of July 19, 2024, the outstanding p
  • $916,666 — ipal balance of the Promissory Note was $916,666.66, and the outstanding unpaid interest
  • $50,000 — and the outstanding unpaid interest was $50,000. The foregoing description of the Agre

Filing Documents

01

Item 1.01 Entry into a Material Definitive Agreement. As previously disclosed in a Current Report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") by Rocky Mountain Chocolate Factory, Inc. (the "Company") on May 4, 2023 (the "Prior 8-K"), on May 1, 2023, the Company was issued a three-year secured promissory note in the original principal amount of $1.0 million (the "Promissory Note") secured by the security agreement (the "Security Agreement") and the pledge agreement (the "Pledge Agreement"), each dated as of the same date as the Promissory Note. The descriptions of the Promissory Note, the Security Agreement, and the Pledge Agreement are qualified in their entirety by reference to the Prior 8-K. On July 26, 2024, the Company and Isaac Lee Collins, LLC (the "Purchaser") entered into a Promissory Note and Security Assignment and Assumption Agreement (the "Agreement"). Pursuant to the terms of the Agreement, the Company irrevocably assigned and transferred to the Purchaser all of its right, title, and interest in and to the Promissory Note, the Security Agreement, and the Pledge Agreement, and the Purchaser agreed to assume the same in consideration of $666,666.66. As of July 19, 2024, the outstanding principal balance of the Promissory Note was $916,666.66, and the outstanding unpaid interest was $50,000. The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

02

Item 1.02 Termination of Material Definitive Agreement. The disclosure set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 1.02.

Financial Statements and Exhibits

Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 10.1* Promissory Note and Security Assignment and Assumption Agreement, dated as of July 26, 2024, by and between the Company and Isaac Lee Collins, LLC 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Certain schedules and other similar attachments to this exhibit have been omitted from this filing pursuant to Item 601(a)(5) of Regulation S-K. The Company will provide a copy of such omitted documents to the SEC upon request.

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 thereunto duly authorized. ROCKY MOUNTAIN CHOCOLATE FACTORY, INC. Date: July 31, 2024 By: /s/ Jeffrey R. Geygan Name: Jeffrey R. Geygan Title: Interim Chief Executive Officer 2

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