TILT Holdings Reports New Material Agreement, Financial Obligation

TL;DR

**TILT Holdings just took on new debt or signed a big contract, watch for details.**

AI Summary

TILT Holdings Inc. filed an 8-K on January 31, 2024, reporting a material definitive agreement and the creation of a direct financial obligation, with the earliest event reported on January 28, 2024. This indicates the company has entered into a significant new contract or taken on new debt, which could impact its financial health and future operations. Investors should pay close attention to the details of this agreement as it could affect the company's profitability and risk profile.

Why It Matters

This filing signals TILT Holdings has made a significant financial move, potentially impacting its balance sheet and future earnings. Understanding the nature of this obligation is crucial for assessing the company's financial stability and growth prospects.

Risk Assessment

Risk Level: medium — The filing indicates a new financial obligation without specifying its nature or size, creating uncertainty about its potential impact on the company's financial health.

Analyst Insight

Investors should await further disclosures from TILT Holdings Inc. regarding the specifics of the material definitive agreement and financial obligation before making any investment decisions. This filing is a notification of an event, not a full disclosure of its impact.

Key Players & Entities

• TILT Holdings Inc. (company) — the registrant filing the 8-K
• January 28, 2024 (date) — date of the earliest event reported
• January 31, 2024 (date) — date the 8-K was filed

Forward-Looking Statements

• TILT Holdings Inc. will release further details about the material definitive agreement and financial obligation in a subsequent filing or press release. (TILT Holdings Inc.) — high confidence, target: Q1 2024

FAQ

Key Financial Figures

• $31,000,000 — outstanding balance of all Accounts to $31,000,000 as of April 30, 2024, $29,000,000, as o
• $29,000,000 — ts to $31,000,000 as of April 30, 2024, $29,000,000, as of June 30, 2024; $27,000,000, as o
• $27,000,000 — 2024, $29,000,000, as of June 30, 2024; $27,000,000, as of September 30, 2024; and $25,000,
• $25,000,000 — ,000,000, as of September 30, 2024; and $25,000,000, as of December 31, 2024 (the "Reductio

Filing Documents

• tilt-20240128x8k.htm (8-K) — 50KB
• tilt-20240128xex10d1.htm (EX-10.1) — 193KB
• tilt-20240128xex10d2.htm (EX-10.2) — 150KB
• tilt-20240128xex10d3.htm (EX-10.3) — 126KB
• tilt-20240128xex10d4.htm (EX-10.4) — 225KB
• tilt-20240128xex10d5.htm (EX-10.5) — 32KB
• tilt-20240128xex10d6.htm (EX-10.6) — 59KB
• tilt-20240128xex99d1.htm (EX-99.1) — 19KB
• tilt-20240128xex99d1002.jpg (GRAPHIC) — 3KB
• 0001558370-24-000675.txt ( ) — 1073KB
• tilt-20240128.xsd (EX-101.SCH) — 3KB
• tilt-20240128_lab.xml (EX-101.LAB) — 14KB
• tilt-20240128_pre.xml (EX-101.PRE) — 9KB
• tilt-20240128x8k_htm.xml (XML) — 4KB

01 Entry Into a Material Definitive Agreement

Item 1.01 Entry Into a Material Definitive Agreement On January 28, 2024, TILT Holdings Inc. (the "Company") and its subsidiaries Jimmy Jang, L.P. ("JJLP"), Baker Technologies, Inc. ("Baker"), Commonwealth Alternative Care, Inc. ("CAC"), Jimmy Jang Holdings, Inc.("JJH"), JJ Blocker Co. ("JJB"), SFNY Holdings, Inc. ("SFNY"), Sea Hunter Therapeutics, LLC ("SEA"), Standard Farms Ohio LLC ("SF Ohio"), Standard Farms LLC ("SF Penn"), SH Finance Company, LLC ("SF Finance"), Jupiter Research, LLC ("Jupiter", and collectively with the Company, JJLP, Baker, CAC, JJH, JJB, SFNY, SEA, SF Ohio, SF Penn, SF Finance, the "Guarantors") and Shenzen Smoore Technology Limited ("Smoore") and each of its affiliates that sells products to Jupiter and the Company (the "Buyers") from time to time (collectively, the "Secured Party") entered into: (i) a Debt and Security Agreement in favor of the Secured Party (the "Debt and Security Agreement"); (ii) a Guaranty in favor of the Secured Party (the "Guaranty"); (iii) a Side Letter (the "Side Letter"); (iv) a Trademark Security Agreement in favor of the Secured Party; and (v) an Equity Pledge Agreement in favor of the Secured Party ( collectively, the "Smoore Agreements"). Also on January 28, 2024, Entrepreneur Growth Capital LLC, Jordan Geotas, the Secured Party, and Jupiter entered into a Subordination and Intercreditor Agreement (the "Subordination and Intercreditor Agreement"). The Guarantors entered into the Smoore Agreements with the Secured Party, its principal supplier of vaping product inventory (the "Inventory") to Jupiter, to provide for the payment of currently existing accounts payable by the Guarantors to the Secured Party (the "Accounts"), reduction in the outstanding balance of Accounts from time to time in the future, and the continued shipping of Inventory to Jupiter by the Secured Party. Under the Side Letter between the Secured Party and the Guarantors, the Guarantors agree to reduce the outstanding balance of all Acco

01 Other Events

Item 8.01 Other Events On January 31, 2024, the Company issued a press release announcing the execution of the Smoore Agreements. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1* Debt and Security Agreement, dated January 28, 2024, by and between TILT Holdings Inc., Jimmy Jang, L.P., Baker Technologies, Inc., Commonwealth Alternative Care, Inc., Jimmy Jang Holdings, Inc, JJ Blocker Co., SFNY Holdings, Inc., Sea Hunter Therapeutics, LLC, Standard Farms Ohio LLC, Standard Farms LLC, SH Finance Company, LLC, Jupiter Research, LLC and Shenzhen Smoore Technology Limited . 10.2* Guaranty, dated January 28, 2024, by and between TILT Holdings Inc., Jimmy Jang, L.P., Baker Technologies, Inc., Commonwealth Alternative Care, Inc., Jimmy Jang Holdings, Inc, JJ Blocker Co., SFNY Holdings, Inc., Sea Hunter Therapeutics, LLC, Standard Farms Ohio LLC, Standard Farms LLC, SH Finance Company, LLC, Jupiter Research, LLC and Shenzhen Smoore Technology Limited. 10.3 Side Letter, dated January 28, 2024, by and between TILT Holdings Inc., Jimmy Jang, L.P., Baker Technologies, Inc., Commonwealth Alternative Care, Inc., Jimmy Jang Holdings, Inc, JJ Blocker Co., SFNY Holdings, Inc., Sea Hunter Therapeutics, LLC, Standard Farms Ohio LLC, Standard Farms LLC, SH Finance Company, LLC, Jupiter Research, LLC and Shenzhen Smoore Technology Limited. 10.4 Subordination and Intercreditor Agreement, dated January 28, 2024, by and between Entrepreneur Growth Capital LLC, Jordan Geotas, Shenzhen Smoore Technology Limited, and Jupiter Research, LLC. 10.5* Trademark Security Agreement, dated January 28, 2024, by and between TILT Holdings Inc., Jimmy Jang, L.P., Baker Technologies, Inc., Commonwealth Alternative Care, Inc., Jimmy Jang Holdings, Inc, JJ Blocker Co., SFNY Holdings, Inc., Sea Hunter Therapeutics, LLC, Standard Farms Ohio LLC, Standard Farms LLC, SH Finance Company, LLC, Jupiter Research, LLC and Shenzhen Smoore Technology Limited. 10.6* Equity Pledge Agreement, dated January 28, 2024, by Jimmy Jang, L.P. in favor of Shenzhen Smoore Technology Limited. 99.1 P

View Full Filing

View this 8-K filing on SEC EDGAR