UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 20, 2024
RDE, INC.
(Exact name of registrant as specified in its charter)
| Delaware | | 001-42206 | | 45-2482974 |
(State of other jurisdiction
of incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
Lakeside Corporate Court 5880 Live Oak Parkway, Suite 100 Norcross, Georgia 30093 | | 15212 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (773) 272-5000
(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 of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | 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)) |
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common Stock | | GIFT | | The Nasdaq Capital Market LLC |
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.
Item 1.01 Entry into a Material Definitive Agreement.
On September 20, 2024, the registrant (“RDE”), entered into a secured promissory note (the “Note”) with Spars Capital Group LLC (“Spars Capital”) in the principal amount of $2,000,000 bearing annual interest of 11.5% that has a maturity date of January 20, 2025. The Note has an origination fee of $20,000 and may be prepaid without penalty. The Note is collateralized by a blanket lien on the assets of RDE under the terms of a Security Agreement and is subordinated only to the line of credit owed by RDE to Pathward, National Association in the amount of $6,459,000. The Note and Security Agreement are subject to additional customary terms and conditions. Spars Capital is owned by a family trust affiliated with Elliot Bohm, a member of the Board of Directors of RDE and the President of CardCash Exchange, Inc., a subsidiary of RDE. The foregoing description of the Note and Security Agreement does not purport to be complete and is qualified in its entirety by reference to the Note and Security Agreement which are filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
Exhibits
SIGNATURES
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 thereunto duly authorized.
| Date: September 23, 2024 | RDE, INC. |
| | |
| | By: | /s/ Ketan Thakker |
| | | Ketan Thakker |
| | | President and CEO |
