Pineapple Energy Inc. Enters Material Definitive Agreement

Ticker: SUNE · Form: 8-K · Filed: Jul 26, 2024 · CIK: 22701

Sentiment: neutral

Topics: material-agreement, financial-obligation

TL;DR

Pineapple Energy just signed a big deal, creating a new financial obligation. Keep an eye on this.

AI Summary

Pineapple Energy Inc. entered into a material definitive agreement on July 22, 2024, which created a direct financial obligation for the registrant. The filing details the creation of this obligation and includes financial statements and exhibits related to the agreement.

Why It Matters

This filing indicates a significant new financial commitment or obligation for Pineapple Energy Inc., which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — Entering into new material definitive agreements and creating financial obligations can introduce financial risks and operational changes for a company.

Key Players & Entities

FAQ

What is the nature of the material definitive agreement entered into by Pineapple Energy Inc.?

The filing indicates the entry into a material definitive agreement and the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement, but the specific details of the agreement are not provided in this excerpt.

When was the earliest event reported in this 8-K filing?

The earliest event reported in this 8-K filing was on July 22, 2024.

What is Pineapple Energy Inc.'s state of incorporation?

Pineapple Energy Inc. is incorporated in Minnesota.

What is Pineapple Energy Inc.'s IRS Employer Identification Number?

Pineapple Energy Inc.'s IRS Employer Identification Number is 41-0957999.

What items are being reported in this 8-K filing?

This 8-K filing reports on the Entry into a Material Definitive Agreement, the Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, and Financial Statements and Exhibits.

Filing Stats: 2,052 words · 8 min read · ~7 pages · Grade level 11 · Accepted 2024-07-26 16:55:57

Key Financial Figures

Filing Documents

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. The information contained in

03 is incorporated by reference into this Item 1.01

Item 2.03 is incorporated by reference into this Item 1.01.

03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. Conduit Capital Bridge Loan On July 22, 2024, Pineapple Energy Inc. ("the Company") obtained bridge loan financing for working capital purposes from Conduit Capital U.S. Holdings LLC ("Conduit"), an unaffiliated lender. On such date, Conduit loaned the principal sum of $500,000.00 to the Company on an original issue ("OID") basis of 20% and accordingly, Conduit advanced $400,000.00 to the Company (the "Initial Conduit Loan"). The Initial Conduit Loan will accrue interest on the unpaid principal amount, without deduction for the OID, at an annual rate of 20%. Commencing on October 21, 2024 through and including the Conduit Maturity Date (as defined below), the Company may request that Conduit provide additional advances for working capital on identical terms, conditions and interest rate as the Initial Conduit Loan on an OID basis, up to an aggregate principal sum of $500,000.00, and Conduit shall have the right, without commitment or obligation, to make such requested loan(s) by advancing 80% percent of the principal thereof. All such loans are secured by a pledge of all of the Company's assets. The loans due to Conduit will become due on July 21, 2025 (the "Conduit Maturity Date"). In accordance with the terms of the loan agreements with Conduit, if the Company consummates one or more equity offerings prior to the Conduit Maturity Date in which it derives aggregate gross proceeds of at least $3,150,000.00, it will be required to repay the unpaid principal balance of the Initial Conduit Loan, including the OID, simultaneous with the closing(s) of such offering(s). Further, if the Company consummates one or more equity offerings prior to the Conduit Maturity Date in which it derives aggregate gross proceeds of at least $4,400,000.00, the Company will be required to repay the entire unpaid principal amount of all loans due to Conduit, incl

01. Other Events

Item 8.01. Other Events. As previously disclosed, On May 16, 2024, the Company received a notice from the Listing Qualifications Department (the "Staff") of the Nasdaq Stock Market ("Nasdaq") informing the Company that it no longer complies with the requirement under Nasdaq Listing Rule 5550(b)(1) to maintain a minimum of $2,500,000 in stockholders' equity for continued listing on Nasdaq (the "Equity Rule"). On July 26, 2024, the Company received a decision from the Nasdaq Hearings Panel (the "Panel") informing the Company that Nasdaq has determined and agreed that the Company is now in compliance with the Equity Rule. The Company will remain on a one-year Nasdaq Panel Monitor, which means that if the Company falls out of compliance again, it will not be able to submit a remediation plan to the Staff, but rather it will be required to go back into the hearings process.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. The following exhibits are being filed with this Current Report on Form 8-K: Exhibit No. Description 10.1 Secured Credit Agreement, dated July 22, 2024, between Pineapple Energy Inc. and Conduit Capital U.S. Holdings LLC 10.2 Secured Credit Note, dated July 22, 2024, between Pineapple Energy Inc. and Conduit Capital U.S. Holdings, LLC 10.3 Security Agreement, dated July 22, 2024, between Pineapple Energy Inc. and Conduit Capital U.S. Holdings, LLC 10.4 Secured Credit Agreement, dated July 22, 2024, between Pineapple Energy Inc. and MBB Energy, LLC. 10.5 Secured Credit Note, dated July 22, 2024, between Pineapple Energy Inc. and MBB Energy, LLC. Security 10.6 Agreement, dated July 22, 2024, between Pineapple Energy Inc. and MBB Energy, LLC. 10.7 First Amendment to Revenue Loan and Security Agreement, dated July 22, 2024, by and among Pineapple Energy Inc., the Guarantors party thereto, and Decathlon Specialty Finance LLC. 10.8 Amendment and Joinder to Subordination Agreement, dated July 22, 2024 among Pineapple Energy Inc., Decathlon Growth Credit, LLC, Hercules Capital, Inc., and MBB Energy, LLC and Conduit Capital U.S. Holdings, LLC 10.9 Consent and Amendment No. 3 to Loan and Security Agreement, dated July 22, 2024 by and among Pineapple Energy LLC, Pineapple Energy Inc. and each other person that has delivered a Joinder Agreement 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on the Company's current expectations or beliefs and are subject to uncertainty and changes in circumstances, including the Company's ability to maintain and service its new debt obligations and remain in compliance with Nasdaq's listing standards. While the Company believes its plans, intentions, and expectations reflected in those forward-looking statements are reasonable, these plans, intentions, or expectations may not be achieved. For information about the factors that could cause such differences, please refer to the Company's filings with the Securities and Exchange Commission, including, without limitation, the statements made under the heading "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2023 and in subsequent filings. The Company does not undertake any obligation to update or revise these forward-looking statements for any reason, except as required by law.

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. PINEAPPLE ENERGY INC. By: /s/ Scott Maskin Scott Maskin Interim Chief Executive Officer Date: July 26, 2024

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