Ecoark Holdings, Inc. (OTCMKTS:EARK) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.
On July 12, 2019 (the “Closing Date”), Ecoark Holdings, Inc., a Nevada corporation (the “Company”) entered into an Exchange Agreement with investors (the “Investors”) that are the holders of warrants issued in the Company’s purchase agreements entered into on (i) March 14, 2018 (the “March Purchase Agreement” and such warrants, the “March Warrants”) and (ii) August 9, 2018 (the “August Purchase Agreement” and such warrants, the “August Warrants”, and the March Warrants and the August Warrants, collectively, the “Existing Securities”).
The Investors are entitled to, with respect to the March Warrants and the August Warrants, due to the Agreement and Plan of Merger with Trend Discovery Holdings Inc. entered into by the Company on May 31, 2019, an exchange for the March Warrants and August Warrants. As a result of a cashless exercise, the Company shall issue 4,276,770 shares of the Company’s common stock to the Investors. Upon the issuance of the 4,276,770 shares, the 5,676,562 warrants issued in March Purchase Agreement and August Purchase Agreement shall be extinguished.
The foregoing description of the Exchange Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Exchange Agreement attached hereto as Exhibit 10.1 and incorporated by reference.
Item 3.02 Unregistered Sales of Equity Securities.
Reference is made to the discussion in Item 1.01 to this Current Report on Form 8-K, which discussion is incorporated in this Item by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are filed herewith:
| 10.1 | Form of Exchange Agreement |
Ecoark Holdings, Inc. Exhibit
EX-10.1 2 f8k071219ex10-1_ecoarkhold.htm FORM OF EXCHANGE AGREEMENT Exhibit 10.1 EXCHANGE AGREEMENT EXCHANGE AGREEMENT (the “Agreement”) is made as of the 11th day of July 2019,…
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About Ecoark Holdings, Inc. (OTCMKTS:EARK)
Ecoark Holdings, Inc. is a technology solutions company. The Company offers technologies to fight waste in operations, logistics, and supply chains worldwide. It provides pallet-level time and temperature tracking, pre-cool prioritization and monitoring, pallet routing, real-time in-transit monitoring, remote visibility, and quality management solutions. The Company also offers Point Clouds, which creates two dimensional (2d) and three dimensional (3d) digital replications; High definition (HD) photos, a 360 degree rotational bubble image from various project perspectives; 2d Plans that plan and elevates views in CAD/PDF; and 3d models, such as Revit, CAD, Cyclone, 3dS, and others; as well as provides training and consultation services on laser scan and/or creates 2d as-builts or 3d models. In addition, it provides tech driven consumer products.