HEALTHWAREHOUSE.COM, INC. (OTCMKTS:HEWA) Files An 8-K Entry into a Material Definitive Agreement

HEALTHWAREHOUSE.COM, INC. (OTCMKTS:HEWA) Files An 8-K Entry into a Material Definitive Agreement

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Item 1.01 Entry Into A Material Definitive Agreement., Inc. (the “Company”) is a party to a Loan
and Security Agreement, dated as of March 28, 2013 (the “Loan
Agreement”) with Melrose Capital Advisors, LLC (the “Lender”).
Under the terms of the Loan Agreement, the Company borrowed an
aggregate of $1,200,000 from the Lender (the “Loan”). The Loan
is evidenced by a promissory note in the face amount of
$1,200,000, as amended (the “Senior Note”). The Senior Note
bears interest on the unpaid principal balance until the full
amount of principal has been paid at a floating rate equal to the
prime rate plus four and one-quarter percent (4.25%) per annum.
Under the terms of the Loan Agreement, the Company has agreed to
make monthly payments of accrued interest on the first day of
every month. The principal amount and all unpaid accrued interest
on the Senior Note was payable on March 30, 2017. The Loan may be
prepaid in whole or in part at any time by the Company without
The Company granted the Lender a first priority security interest
in all of the Company’s assets, in order to secure the
Company’s obligation to repay the Loan, including a Deposit
Account Control Agreement, dated as of July 8, 2016, which grants
the Lender a security interest in certain bank accounts of the
Company. The Loan Agreement contains customary negative covenants
restricting the Company’s ability to take certain actions
without the Lender’s consent, including incurring additional
indebtedness, transferring or encumbering assets, paying
dividends or making certain other payments, and acquiring other
businesses. Upon the occurrence of an event of default, the
Lender has the right to impose interest at a rate equal to eight
percent (8.0%) per annum above the otherwise applicable interest
rate (the “Default Rate”). The repayment of the Loan may be
accelerated prior to the maturity date upon certain specified
events of default, including failure to pay, bankruptcy, breach
of covenant, and breach of representations and warranties.
The Company and the Lender entered into a Sixth Amendment to
Amended and Restated Promissory Note, effective March 30, 2017,
to which the Lender agreed to extend the maturity date of the
Senior Note from March 30, 2017 to April 7, 2017.
The foregoing description of the Sixth Amendment is qualified in
its entirety by reference to the full text of the Sixth Amendment
which is filed as Exhibit 10.1 hereto, and incorporated herein by
Item 5.02
Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangement of Certain Officers.
Effective March 31, 2017 the Board of Directors received and
accepted the resignation of John Pauly, as the Chief Operating
Officer and interim President and Chief Executive Officer of the
Company. The Board is in the process of identifying a successor
President and Chief Executive Officer.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are included herewith.
Exhibit Number
Sixth Amendment to Amended and Restated Promissory Note
dated March 30, 2017 by and between,
Inc., HWAREH.COM, Inc. and, Inc. and Melrose
Capital Advisors, LLC

About HEALTHWAREHOUSE.COM, INC. (OTCMKTS:HEWA), Inc. is an online pharmacy that is focused on the out-of-pocket prescription drug market. The Company is licensed as a mail-order pharmacy. is a Verified Internet Pharmacy Practice Websites (VIPPS) and is the VIPPS accredited pharmacy that processes out-of-pocket prescriptions online. The Company markets a range of generic, brand name and pet prescription medications, as well as over-the-counter (OTC) medications and products. The Company sells directly to individual consumers who purchase prescription medications and OTC products over the Internet. The Company ships its products to approximately 50 states, the District of Columbia, the United States Territories, and army post office/fleet post office (APO/FPO) military and embassy addresses. The Company processes all orders from its distribution center in Florence, Kentucky.


HEALTHWAREHOUSE.COM, INC. (OTCMKTS:HEWA) closed its last trading session up +0.016 at 0.236 with 5,331 shares trading hands.

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