Business Context and Reporting Period
This Form 8-K is filed by Eastside Distilling, Inc. (not Beeline Holdings, Inc.) for the reporting period ending December 3, 2024. The filing discloses the entry into a material definitive agreement and the recent sale of unregistered securities.
Key Financial Metrics and Transaction Details
The filing details a specific capital raise transaction rather than periodic financial performance metrics (revenue, profit, or cash flow are not reported in this document).
- Transaction Date: December 3 to December 4, 2024.
- Securities Sold: 215,686 shares of Series G Convertible Preferred Stock and Warrants to purchase 107,843 shares of Common Stock.
- Gross Proceeds (Recent Sale): $110,000.
- Total Offering Capacity: Up to 5,956,467 shares of Series G and Warrants for up to $3,037,800.
- Cumulative Proceeds (Since Nov 26, 2024): $705,000 from the sale of 1,382,353 shares of Series G and related Warrants.
- Use of Proceeds: Working capital and general corporate purposes.
Material Changes
The primary material change is the execution of a Securities Purchase Agreement with two accredited investors. This represents a partial fulfillment of a broader offering commenced on November 26, 2024. The company has also entered into a Registration Rights Agreement with the investors.
Outlook, Risks, and Unusual Items
Management Commentary: The company intends to utilize net proceeds for working capital and general corporate purposes. The offering is exempt from registration under Section 4(a)(2) of the Securities Act and Rule 506(b).
Risks and Contingencies: The filing notes that the description of terms is qualified by reference to the full legal agreements (SPA, Warrant, Registration Rights Agreement) filed as exhibits. No specific operational risks or unusual items are detailed in the text of this summary.
Investor Verification Checklist
- Verify the full terms of the Series G Convertible Preferred Stock and Warrants in Exhibits 3(a)(1), 3(a)(2), and 4(a).
- Review the Securities Purchase Agreement (Exhibit 10(a)) for specific conversion rates, redemption rights, and covenants.
- Confirm the total capital raised to date against the $3,037,800 offering cap.
- Check for any subsequent filings regarding the remaining capacity of the offering.