PEN INC. (OTCMKTS:PENC) Files An 8-K Termination of a Material Definitive Agreement
Item 1.02 Termination of a Material Definitive Agreement.
On January 31, 2019, PEN Brands paid $257,100 to its secured lender, MBank. This paid in full the outstanding principal balance, accrued interest and fees due to the lender. The parties also terminated the revolving credit line agreement and note originally executed in April 2014 that was renewed in August 2018. Funds for the payoff came from the sale of equity as described below.
Item 3.02 Unregistered Sales of Equity Securities
On January 31, 2019, we sold 325,581 shares of Class A common stock in a private placement to PEN Comeback LLC at a per share price of $0.40 for aggregate proceeds of $130,232. At the same time the investor bought warrants to purchase up to 325,581 additional shares at a warrant exercise price of $1.50. The right to purchase warrant shares expires on the earlier of (1) 45 days after the day that PEN shares have been trading at or above 120% of the exercise price for a period of 90 days, or (2) four years from date of issue. Aggregate proceeds from the sales of the warrants were $9,767.
The securities were sold in a private placement. No commissions are payable. Proceeds were used for pay off of the loan agreement described above and will be used for general corporate purposes and working capital.
Item 7.01 Regulation FD Disclosure
On February 4, 2019 we issued a press release announcing the payment in full of the outstanding balance due to our lender and the sale of additional equity securities. A copy of that press release is attached as Exhibit 99.1 and is incorporated by reference.
The information contained in the press release attached hereto is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that Section and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description |
| 99.1 | PEN Inc. press release dated February 4, 2019 |
PEN INC. Exhibit
EX-99.1 2 ex99-1.htm Exhibit 99.1 PEN Inc Announces Debt Pay-off and Sale of Equity Miami,…
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About PEN INC. (OTCMKTS:PENC)
PEN Inc. is engaged in the marketing and sale of products enabled by nanotechnology. The Company develops and sells products based on its portfolio of intellectual property and its products include a portfolio of nano-layer coatings, nano-based cleaners, printable inks and pastes and thermal management materials. Its segments include Product Segment, which is engaged in the development of specialty products utilizing nanotechnology to deliver performance attributes at the surfaces of a range of substrates, and Research and Development Segment, which performs research services. The Company’s products encompass liquid and towelette formulations; anti-fogging liquid and towelette formulations; mar resistant and stain resistant coatings; protective coatings used on display panels and touch screens; protective and water repelling coatings on interior glass, decorated glass panels and shower doors, and coatings for ceramic insulators used in transit and underground subways systems.
