MERIDIAN WASTE SOLUTIONS, INC. (OTCMKTS:MRDN) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into a Material Definitive Agreement
As previously disclosed, effective March 13, 2018, Meridian Waste Solutions, Inc. (the “Company”) amended the warrants to purchase common stock issued in connection with the Company’s private placement offering of Series D Preferred Stock (the “Preferred D Warrants”) and the warrants to purchase common stock issued in connection with the Company’s private placement offering of Series E Preferred Stock (the “Preferred E Warrants”).
Effective March 29, 2018, the Company further amended the Preferred D Warrants and the Preferred E Warrants, to clarify that the triggering of adjustment to the exercise price of the Preferred D Warrants and Preferred E Warrants is limited to issuances of equity to offerings completed after January 4, 2018, in accordance with the agreement of the Company and the holders of Series D Preferred Stock and the holders of Series E Preferred Stock, as approved by the majority of the holders of the Company’s common stock.
The foregoing descriptions of the Preferred D Warrants and Preferred E Warrants do not purport to be complete and are subject to, and qualified in their entirety by, the Form of Preferred D Warrant and Form of Preferred E Warrant, copies of which are attached as Exhibits 4.1 and 4.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On March 29, 2018, Meridian Waste Solutions, Inc. filed a Certificate of Correction to its Certificate of Amendment to Certificate of Incorporation filed on March 13, 2018 with the Secretary of State of the State of New York (the “Certificate of Correction”). The Certificate of Correction is deemed effective as of March 13, 2018 and amends Paragraph h.III.F and Paragraph i.III.F of paragraph FOURTH of the Series D and Series E Preferred Stock Designations to clarify that the triggering of adjustment to the conversion price of the Series D Preferred Stock and the Series E Preferred Stock is limited to issuances of equity to offerings completed after January 4, 2018, in accordance with the agreement of the Company and the holders of Series D Preferred Stock and the holders of Series E Preferred Stock, as approved by the majority of the holders of the Company’s common stock.
The foregoing description of the terms of the Certificate of Correction is incomplete and subject to, and qualified in its entirety by, the actual terms of the Certificate of Correction, a copy of which is attached to this Current Report on Form 8-K as Exhibit 3.1 and is hereby incorporated by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
*filed herewith
Meridian Waste Solutions, Inc. ExhibitEX-3.1 2 f8k032918ex3-1_meridianwaste.htm CERTIFICATE OF CORRECTION TO CERTIFICATE OF AMENDMENT TO CERTIFICATE OF INCORPORATION Exhibit 3.1 New York State Department of State DIVISION OF CORPORATIONS,…To view the full exhibit click here
About MERIDIAN WASTE SOLUTIONS, INC. (OTCMKTS:MRDN)
Meridian Waste Solutions, Inc., formerly Brooklyn Cheesecake & Desserts Company, Inc., is an integrated provider of non-hazardous solid waste collection, transfer and disposal services in Missouri. The Company is primarily in the business of residential and commercial waste hauling and has contracts with various cities and municipalities. As of September 30, 2016, the Company, through its subsidiaries, provides solid waste collection services to approximately 65,000 industrial, commercial and residential customers in the Metropolitan St. Louis, Missouri area. The Company operates through Here To Serve Missouri Waste Division, LLC (HTSMWD), Here To Serve Georgia Waste Division, LLC (HTSGWD), Meridian Land Company, LLC (MLC), and Christian Disposal, LLC and subsidiary (CD). In addition, it rents waste containers and provides collection services to construction, demolition and industrial sites.
