LOOP INDUSTRIES, INC. (OTCMKTS:LLPP) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.
On April 4, 2019, Loop Industries, Inc. (the “Company”) entered into Amendment No. 1 (the “2019 Purchase Agreement Amendment”) to the Note and Warrant Purchase Agreement dated as of January 15, 2019, among the Company and certain accredited investors (the “2019 Purchase Agreement”) and the Convertible Promissory Notes issued by the Company to the 2019 Purchase Agreement issued on January 15, 2019 and January 21, 2019 (the “2019 Notes”), and into amendments to the warrants (the “2019 Warrant Amendments”) issued thereunder (the “2019 Warrants”). On April 5, 2019, the Company also entered into an Amendment and Conversion Agreement (the “2018 Note Amendment”) to the Convertible Promissory Note (the “2018 Note”) issued to the Note and Warrant Purchase Agreement dated November 13, 2018 among the Company and certain accredited investors (the “2018 Note Purchase Agreement” and together with the 2019 Purchase Agreement, the “Purchase Agreements”) issued on November 13, 2018 and January 3, 2019, and on April 8, 2019, the Company entered into amendments to the warrants (the “2018 Warrant Amendments”) issued thereunder (the “2018 Warrants” and together with the 2019 Warrants, the “Warrants”).
The Company entered into the 2019 Purchase Agreement Amendment, the 2018 Note Amendment, the 2019 Warrant Amendments, and the 2018 Warrant Amendments to add a cap to the number of shares issuable by the Company thereunder. More specifically, these amendments ensure that to the extent that the conversion of any of the Notes or exercise of any of the Warrants would result in an issuance by the Company of more than 19.9% of the common stock of the Company, when aggregated with any shares issued by the Company in connection with (i)the conversion of any ofthe Company’s promissory notes or the exercise of any of the warrants issued to the 2019 Purchase Agreement, (ii) the conversion of any of the Company’s promissory notes or exercise of any of the warrants issued to the 2018 Note Purchase Agreement, and (iii) the Purchase Agreement dated as of February 27, 2019 (the “Capped Shares”), then only that portion of the shares of Common Stock resulting in the issuance of Capped Shares representing up to 19.9% of the outstanding Common Stock of the Company shall be converted or exercised, and the remaining amount of the value shall be repaid in cash.
Additionally, the 2018 Note Amendmentprovides for voluntary conversion of the 2018 Notes at a conversion price of $8.55 per share and the 2018 Warrants Amendments set the exercise price as $8.55 per share. Any shares issuable to the 2018 Notes or the 2018 Warrantswill berestricted upon issuance and are still subject to the Capped Shares limitation described above.
On April 5, 2019, all holders of 2018 Notes elected to convert their notes into shares of common stock of the Company at the conversion price of $8.55 per share (the “Conversion”). On April 9, 2019, the Company issued 319,326 shares of common stock to the Conversion. The shares issued to the Conversion were restricted upon issuance.
The foregoing description of the 2019 Purchase Agreement Amendment, the 2019 Warrant Amendments, the 2018 Note Amendment and the 2018 Warrant Amendments does not purport to be a complete description of the rights and obligations of the parties thereunder and is qualified in its entirety by reference to the 2019 Purchase Agreement Amendment, the 2019 Warrant Amendments, the 2018 Note Amendment and the 2018 Warrant Amendments, a copy of each of which is attached as Exhibit 4.1, Exhibit 4.2, Exhibit 4.3 and Exhibit 4.4, respectively.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Loop Industries, Inc. Exhibit
EX-4.1 2 loop_ex41.htm FORM OF AMENDMENT NO. 1 TO THE NOTE PURCHASE AGREEMENT AND NOTES loop_ex41.htmEXHIBIT 4.1 AMENDMENT NO. 1 TO NOTE PURCHASE AGREEMENT This Amendment (the “Amendment”) to the convertible promissory notes issued by Loop Industries,…
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About LOOP INDUSTRIES, INC. (OTCMKTS:LLPP)
Loop Industries, Inc., formerly First American Group Inc., is a manufacturer of Purified Terephthalic Acid (PTA) and Mono Ethylene Glycol (MEG), the chemical components used in manufacturing polyethylene terephthalate (PET). The Company is engaged in designing, prototyping and building a closed loop plastics recycling business using a de-polymerization technology. Its technology uses waste PET plastics, such as water bottles, soda bottles, consumer packaging, carpets and industrial waste as feedstock to process. These feedstocks are available through municipal triage centers, industrial recycling and landfill reclamation projects. The Company operates in the United States and Canada. The Company focuses on depolymerizing waste plastics and converts them into valuable chemicals, ready to be reintroduced into the manufacturing of virgin plastics.
