Business Context and Reporting Period
Company: 22nd Century Group, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: September 18, 2025
Reporting Period: The filing covers a specific event occurring on September 18, 2025, regarding the termination of a material definitive agreement.
Key Financial Metrics
This filing does not report standard periodic financial metrics such as revenue, profit, operating margins, or liquidity ratios. The primary financial data point disclosed is related to debt repayment:
- Total Debt Repayment: $3.9 million (aggregate payments made between August 29, 2025, and September 18, 2025).
- Components of Payment: Included outstanding principal, accrued and unpaid interest, and all other amounts due.
- Debt Status: All outstanding obligations under the Senior Secured Credit Facility were repaid in full.
Material Changes
The material change reported is the early termination of the Senior Secured Credit Facility:
- Agreement Terminated: Securities Purchase Agreement dated March 3, 2023 (the "JGB SPA"), related debentures, and security/collateral documents.
- Counterparties: JGB Partners, LP, JGB Capital, LP, JGB Capital Offshore Ltd., and JGB Collateral, LLC.
- Timing: Termination occurred prior to the stated maturity of the instruments.
- Collateral Release: All liens and security interests securing the debentures and related obligations were released upon payoff.
Guidance, Outlook, and Risks
The filing text does not provide forward-looking guidance, management commentary on future operations, or specific risk factors beyond the context of the debt termination. The release of liens and security interests indicates a reduction in encumbrances on company assets.
Investor Verification Checklist
- Verify the exact breakdown of the $3.9 million payment between principal and accrued interest.
- Confirm the release of all liens on specific company assets previously pledged as collateral.
- Review the company's current cash position to assess the impact of the $3.9 million outflow on liquidity.
- Check for any new financing arrangements replacing the terminated JGB SPA.