Item 1.01. Entry Into a Material Definitive Agreement
.
On
In connection with Amendment No. 11, the Company issued to the lenders, as
payment of an amendment and upsize premium, warrants to purchase up to 2,250,000
shares of the Company's common stock, exercisable until
The foregoing descriptions of Amendment No. 11, the Lender Warrants and Amendment to Registration Rights Agreement are qualified in their entirety by reference to those agreements, copies of which are filed herewith as Exhibits 10.1, 10.2 and 10.3, respectively, and incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The description in Item 1.01 above regarding the Senior Credit Agreement, including Amendment No. 11 thereto, which relates to the creation of a direct financial obligation of certain of the Company's subsidiaries, is incorporated herein by reference.
Item 3.02. Unregistered Sales of
The description in Item 1.01 above regarding the issuance and sale of the Lender Warrants is incorporated herein by reference. The securities were offered and sold by us in a transaction not involving a public offering and in compliance with exemptions from registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended, and Rule 506 of Regulation D promulgated thereunder, as they were offered and sold to qualified institutional investors and accredited investors only, without a view to distribution, and not by means of any general solicitation or advertisement.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description of Exhibit 10.1 Amendment No. 11 to Credit Agreement, dated as ofMay 19, 2023 , by and amongBKRF OCB, LLC ,BKRF OCP, LLC ,Bakersfield Renewable Fuels, LLC ,Orion Energy Partners TP Agent, LLC , in its capacity as the administrative agent, and the lenders referred to therein 10.2 Form of Lender Warrant 10.3 Registration Rights Agreement Amendment, dated as ofMay 19, 2023 , by and amongGlobal Clean Energy Holdings, Inc. and the lenders party thereto
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