REDHAWK HOLDINGS CORP. (OTCMKTS:IDNG) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
Item 2.03. – Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The disclosures in the first two paragraphs of Item 7.01 of this Report are also responsive to this Item 2.03 and are hereby incorporated by reference into this Item 2.03.
Item 7.01 – Regulation FD Disclosure.
On September 16, 2019, RedHawk Holdings Corp. (the “Company”) issued a press release announcing the sale of $500,000 in aggregate principal amount of new convertible notes (the “Notes”) in a private offering that is exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”). The Company intends to use the net proceeds of the offering of the Notes, after payment of related fees and expenses, to retire existing debt and to provide working capital.
The Notes mature on the fifth anniversary of the date of issuance and are convertible into shares of the Company’s common stock, par value $0.001 per share, at a price of $0.015 per share. Interest accrues at a rate of 7% per annum and is payable semi-annually. The Convertible Notes are secured by certain real property assets of the Company.
At closing, the Company issued to the Note purchasers a number of warrants exercisable ten years from the date of issuance for the purchase of an aggregate of 12,500,000 shares of the Company’s common stock (the “Warrant Shares”) at an exercise price of $0.01 per Warrant Share.
A copy of this press release is furnished with this report as Exhibit 99.1 and is incorporated herein by reference.
Certain Information
The information furnished to Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act 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
99.1 Press Release issued September 16, 2019
Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements. Forward-looking statements are all statements other than statements of historical fact. Statements contained in this Current Report on Form 8-K that are not historical facts may be deemed to be forward-looking statements. The words “anticipate,” “may,” “can,” “plans,” “believes,” “estimates,” “expects,” “projects,” “targets,” “intends,” “likely,” “will,” “should,” “to be,” “potential” and any similar expressions are intended to identify those assertions as forward-looking statements.
Investors are cautioned that forward-looking statements are inherently uncertain. Actual performance and results may differ materially from that projected or suggested herein due to certain risks and uncertainties. In evaluating forward-looking statements, you should consider the various factors which may cause actual results to differ materially from any forward-looking statements including those listed in the “Risk Factors” section of our latest Annual Report on Form 10-K. Further, the Company may make changes to its business plans that could or will affect its results. Investors are cautioned that the Company will undertake no obligation to update any forward-looking statements.
RedHawk Holdings Corp. Exhibit
EX-99.1 2 g081861_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE SEPTEMBER 16,…
To view the full exhibit click here
About REDHAWK HOLDINGS CORP. (OTCMKTS:IDNG)
Redhawk Holdings Corp., formerly Independence Energy Corp., is a holding company, which through its subsidiaries, is engaged in sales and distribution of medical devices, sales of branded generic pharmaceutical drugs, commercial real estate investment and leasing, sales of point of entry full-body security systems, and specialized financial services. The Company’s segments include Land & Hospitality, Medical Device & Pharmaceutical, and Other Services. The Land & Hospitality, and Other Services segment units operate in the United States. The Medical Device & Pharmaceutical segment operates in the United Kingdom. The Company, through its medical products business unit, sells WoundClot Surgical-Advanced Bleeding Control, the Disintegrator Insulin Needle Destruction Unit, the Carotid Artery Digital Non-Contact Thermometer and Zonis. The Company’s real estate leasing revenues are generated from a commercial property under a long-term lease.