UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
June 1, 2023 (
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Item 1.01 Entry into a Material Definitive Agreement.
On May 31, 2023, Molekule Group, Inc. (the “Company”) entered into (i) the Seventh Loan Modification Agreement, between the Company and Molekule, Inc., a wholly-owned subsidiary of the Company (“Legacy Molekule”), as borrowers, and Silicon Valley Bank, a division of First-Citizens Bank & Trust Company (“SVB”), as lender, which modifies certain provisions of the Amended and Restated Loan and Security Agreement, dated as of August 29, 2019, by and among the Company and Molekule, Inc. as borrowers, and SVB as lender (as amended, supplemented or modified, the “Senior Loan Agreement”) and (ii) the Fourth Loan Modification Agreement, between the Company and Legacy Molekule as borrowers, and SVB as lender, which modifies certain provisions of the Mezzanine Loan and Security Agreement, dated as of March 22, 2021, by and among the Company and Legacy Molekule as borrowers, and SVB as lender (as amended, supplemented or modified, the “Mezzanine Loan Agreement”).
Pursuant to these modifications, among other things, (1) the maturity date of the Senior Loan Agreement was extended from April 1, 2026 to March 1, 2028, (2) principal payments under the Mezzanine Loan Agreement were deferred from April 1, 2024 to April 1, 2025, (3) the financial covenant requiring the Company to generate revenue of at least $50 million for the year ended December 31, 2023 (in both the Senior Loan Agreement and Mezzanine Loan Agreement) was revised to require the Company to generate revenue of at least $50 million for the twelve months ended March 31, 2024 and (4) the covenant requiring the Company to maintain all deposit accounts with SVB (in both the Senior Loan Agreement and Mezzanine Loan Agreement) was modified to allow the Company to hold up to two deposit accounts at other financial institutions, so long as the balance of such accounts taken together does not exceed $1,000,000.
Item 9.01 Exhibits.
EXHIBIT INDEX
| Exhibit No. | Description | |
| 10.1 | Seventh Loan Modification Agreement, dated as of May 31, 2023, between the Company and Molekule, Inc. as borrowers and Silicon Valley Bank as lender | |
| 10.2 | Fourth Loan Modification Agreement, dated as of May 31, 2023, between the Company and Molekule, Inc. as borrowers and Silicon Valley Bank as lender | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document) |
| 2 |
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.
Dated: June 1, 2023
| MOLEKULE GROUP, INC. | |||
| By: | /s/ Ryan Tyler | ||
| Name: | Ryan Tyler | ||
| Title: | Chief Financial Officer | ||
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