Current Report Filing (8-k)
10 January 2023 - 8:37AM
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UNITED
STATES
SEURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or Section 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): January 9, 2023
THE
GREENROSE HOLDING COMPANY INC.
(Exact name of Registrant as specified in its charter)
Delaware |
|
001-39217 |
|
84-2845696 |
(State
or other jurisdiction of
incorporation or organization) |
|
(Commission
File Number) |
|
(I.R.S.
Employer
Identification Number) |
111
Broadway |
|
|
Amityville,
NY |
|
11701 |
(Address
of principal executive offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: (516) 346-5270
Not
Applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the Registrant under
any of the following provisions:
☐ |
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
☐ |
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
☐ |
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ |
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate
by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☒
If
an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Securities
registered pursuant to Section 12(b) of the Act:
Title
of Each Class |
|
Name
of Each Exchange on Which Registered |
Units,
each consisting of one share of common stock and one redeemable warrant |
|
OTC
|
Common
stock, par value $0.0001 per share |
|
OTCQX |
Redeemable
warrants, exercisable for shares of common stock at an exercise price of $11.50 per share |
|
OTCQB |
Item
8.01 Other Events.
Extension
of the Marketing Period
As
previously disclosed, on November 10, 2022, the Company entered into that certain Transaction Support Agreement, Amendment No. 2 to Credit
Agreement and Forbearance Agreement (collectively, the “Transaction Agreements”) with the Consenting Lenders to the Credit
Agreement dated November 26, 2021, and DXR Finance, LLC as Agent. As contemplated by the Transaction Agreements, the Company has been
engaged in a process to market the Company (and its subsidiaries) and their assets (the “Marketing Process”, and the period
of the Marketing Process, the “Marketing Period”). As of the date hereof, the Marketing Process is continuing, and the Agent
and Consenting Lenders have consented to the Marketing Period continuing through January 30, 2023. The Marketing Period may be further
extended by the Company with the consent of the Agent and Consenting Lenders.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
|
THE
GREENROSE HOLDING COMPANY INC. |
|
|
Date:
January 9, 2023 |
By:
|
/s/
Tim Bossidy |
|
Name:
|
Tim
Bossidy |
|
Title:
|
Interim
Chief Executive Officer |
2
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