Edible Garden AG Incorporated — Form 8-K
Event date: October 30, 2026. This filing reports the completion of an acquisition; it does not provide periodic operating results.
Business context and transaction
The company completed its acquisition of real and personal property in Webster City, Hamilton County, Iowa, for development as its Prairie Hills ready-to-drink manufacturing facility. The property was conveyed to Edible Garden Prairie Hills LLC, a wholly owned subsidiary.
The reported aggregate purchase price was $6.325 million. The filing describes consideration comprising a $3.825 million secured promissory note and 2,500 shares of Series B Preferred Stock assigned an aggregate value of $2.5 million, including 1,500 shares issued September 30, 2026 and 1,000 issued at closing.
Financial terms and liquidity
- Debt: The $3.825 million note matures five years after issuance and bears interest at 8% per annum, compounded daily.
- Security: The note is secured by a mortgage on the acquired property in favor of Streeterville Capital, LLC.
- Equity consideration: At closing, the company issued Streeterville 1,000 Series B Preferred shares, assigned a value of $1 million. The issuance was reported as a private transaction relying on Securities Act Section 4(a)(2); no underwriting discounts or commissions were paid.
- Operating metrics: Revenue, profit, cash flow, margins, cash balances, and other liquidity measures are not provided in this filing.
Changes, outlook, and risks
The acquisition adds the Prairie Hills property and creates a new secured debt obligation; the filing does not quantify the transaction’s expected effect on operating results or liquidity. It provides no guidance, financial forecast, or management commentary on performance. The note’s interest expense and mortgage encumbrance are disclosed; other contingencies or unusual items are not described.
Important facts for investors to verify
- The Series B Preferred Stock’s dividend, conversion, redemption, and other terms, which are not detailed in the supplied filing text.
- The note’s full terms and any covenants or default provisions beyond the disclosed principal, interest rate, maturity, and mortgage security.
- The acquisition’s final accounting, remaining development costs, facility completion timeline, and expected operating contribution.
- The company’s ability to service the note and fund facility development; this 8-K does not provide current cash, debt, or liquidity figures.