XCel Brands Files 8-K: Agreements, Obligations, and Equity Sales

TL;DR

XCel Brands dropped an 8-K detailing new debt, equity sales, and financial statements. Watch closely.

AI Summary

On December 12, 2024, XCel Brands, Inc. entered into a material definitive agreement, likely related to a financial obligation. The company also reported on the creation of a direct financial obligation or an off-balance sheet arrangement. Additionally, XCel Brands disclosed unregistered sales of equity securities and filed financial statements and exhibits.

Why It Matters

This filing indicates significant financial activities and potential new obligations for XCel Brands, which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — The filing involves material definitive agreements, financial obligations, and unregistered equity sales, which can introduce financial risks and require careful monitoring.

Key Players & Entities

• XCel Brands, Inc. (company) — Registrant
• December 12, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 001-37527 (filing_id) — SEC File Number

FAQ

Key Financial Figures

• $0.001 — ich registered Common Stock, par value $0.001 per share XELB NASDAQ Global Select
• $3.95 million — llows: (1) a term loan in the amount of $3.95 million ("Term Loan A") was made on the closing
• $4.0 million — date, (2) a term loan in the amount of $4.0 million ("Term Loan B") was made on the closing
• $2.05 million — e, and (3) a term loan in the amount of $2.05 million ("Delayed Draw Term Loan"; Term Loan A,
• $250,000 — rata basis in quarterly installments of $250,000 on each of March 31, June 30, September
• $200,000 — used proceeds from the term loan to pay $200,000 to IPX Capital, LLC ("IPX"), a company
• $50,000 — ies. The Company will pay the remaining $50,000 to IPX upon the satisfaction of a condi
• $0.5 million — in Term Loan B for a purchase price of $0.5 million and IPX received warrants entitling it
• $0.6315 — The warrants have an exercise price of $0.6315 per share, are immediately exercisable

Filing Documents

• xelb-20241212x8k.htm (8-K) — 45KB
• xelb-20241212xex4d1.htm (EX-4.1) — 142KB
• xelb-20241212xex10d1.htm (EX-10.1) — 1153KB
• xelb-20241212xex10d2.htm (EX-10.2) — 135KB
• 0001558370-24-016245.txt ( ) — 1806KB
• xelb-20241212.xsd (EX-101.SCH) — 3KB
• xelb-20241212_lab.xml (EX-101.LAB) — 16KB
• xelb-20241212_pre.xml (EX-101.PRE) — 10KB
• xelb-20241212x8k_htm.xml (XML) — 5KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement

03 Creation of a Direct Financial Obligation Under an Off-balance Sheet Arrangement of a Registrant

Item 2.03 Creation of a Direct Financial Obligation Under an Off-balance Sheet Arrangement of a Registrant On December 12, 2024, the Company and certain of its subsidiaries entered into a new loan and security agreement with FEAC Agent, LLC, as administrative agent and collateral agent, FEF Distributors, LLC, lead arranger, and Restore Capital, LLC, as agent for certain lenders, pursuant to which the lenders made term loans to the Company and agreed to make additional term loans to the Company upon the satisfaction of a condition precedent described in the loan agreement. The term loans under the loan agreement are as follows: (1) a term loan in the amount of $3.95 million ("Term Loan A") was made on the closing date, (2) a term loan in the amount of $4.0 million ("Term Loan B") was made on the closing date, and (3) a term loan in the amount of $2.05 million ("Delayed Draw Term Loan"; Term Loan A, Term Loan B and Delayed Draw Term Loan are referred to as "Term Loans") which will be made upon the satisfaction of a condition precedent described in the loan agreement. The proceeds from the Term Loan A and Term Loan B were used to repay the remaining balance of the Company's October 2023 term loan with IDB, as well as to pay fees, costs, and expenses incurred in connection with entering into the new loan agreement, and the balance may be used for working capital purposes. The proceeds from the Delayed Draw Term Loan will be deposited in a bank account to satisfy a liquidity covenant in the loan agreement. Principal on Term Loans are payable on a pro rata basis in quarterly installments of $250,000 on each of March 31, June 30, September 30, and December 31 of each year, commencing on March 31, 2026, with the unpaid balance due at the maturity date of December 12, 2028. Interest on Term Loans accrues at an annual rate equal to the secured overnight financing rate as administered by the Federal Reserve Bank of New York for an interest period equal to three months, su

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. 4.1 Form of Common Stock Purchase Warrant, dated as of December 12, 2024 10.1 Loan and Security Agreement dated as of December 12, 2024 by and among Xcel Brands, Inc., each subsidiary party thereto as guarantors, the financial institutions party there to as lenders, FEAC Agent, LLC, as administrative agent and collateral agent, and Restore Capital, LLC, as agent 10.2 Membership Pledge Agreement, dated as of December 12, 2024, by and between Xcel Brands, Inc., Xcel IP Holdings, LLC, Halston Holding Company, LLC, H Licensing, LLC and FEAC Agent, LLC

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. XCEL BRANDS, INC. (Registrant) By: /s/ James F. Haran Name: James F. Haran Title: Chief Financial Officer Date: December 13, 2024

View Full Filing

View this 8-K filing on SEC EDGAR