Laird Superfood Inc
For the period ended Mar 31, 2024. Filed May 8, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2024 · Filed May 8, 2024
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Item 5. Other Information
During thethree months ended* March 31, 2024,none of the Company's directors or executive officers adopted or terminated a "Rule10b5*-1 trading arrangement" or "non-Rule10b5-1 trading arrangement," as each term is defined in Item408(a) of Regulation S-K.
Entry into an Accounts Receivable Factoring Agreement
On* May 7, 2024,*the Company entered into an accounts receivable factoring agreement (the “Factoring Agreement”) with Alterna Capital Solutions LLC (the “Purchaser”). Pursuant to the Factoring Agreement, the Company has agreed to sell certain trade accounts receivable (the “Purchased Accounts”) to the Purchaser from time to time.
The Factoring Agreement provides for the Company to have access to up to*$2.0* million (the “Maximum Amount”) on a revolving basis, measured by the aggregate amount advanced for the unpaid balance of all Purchased Accounts from time to time. Upon receipt of the upfront purchase price for any Purchased Accounts, the Company will have sold and assigned all of its rights in such Purchased Accounts and all proceeds thereof. The upfront purchase price for a Purchased Account is up to70% of the face amount thereof and the remaining portion is payable only if and when the Purchaser receives payment from account debtors exceeding the aggregate unadvanced face amount of the unpaid balance of all Purchased Accounts from time to time, plus all amounts due on accounts ineligible to be purchased, plus all accrued fees and expenses. The proceeds from the Factoring Agreement will be used to fund general working capital needs.
The Factoring Agreement provides for the payment of certain fees by the Company, including, among others, a funds usage fee of prime plus1.5% per annum with a minimum interest rate of10.0% per annum. The Company will also be charged a collateral monitoring fee of0.05% per month, assessed on the average monthly accounts receivable balance, which is payable on the last day of each month. The Purchaser has the right to require the Company to repurchase any Purchased Accounts that (i) are uncollectable other than due to insolvency of the account debtor or, if certain conditions are met, the inability of the account debtor to pay the account or (ii) areno longer eligible.
The Factoring Agreement is for an initial term of12 months and will renew on a year-to-year basis thereafter, unless terminated in accordance with the Factoring Agreement. The Company* mayterminate the Factoring Agreement at any time upon30* days prior written notice and payment to Purchaser of an early termination fee equal to2.0% of the Maximum Amount if terminated during thefirst 12 months and1.0% of the Maximum Amount during the subsequent terms.
The Company has granted the Purchaser a security interest all of the Company’s personal property and fixtures, including, among other things, the Company’s accounts receivable, inventory, equipment, instruments, deposit accounts, general intangibles, and supporting obligations to secure the payment and performance of all obligations of the Company to the Purchaser under the Factoring Agreement. The Factoring Agreement also provides for customary provisions, including representations, warranties and covenants, indemnification, waiver of jury trial, and the exercise of remedies upon a breach or default.
The foregoing summary of the Factoring Agreement doesnot purport to be complete and is qualified in its entirety by reference to the text of the Factoring Agreement, a copy of which is filed as Exhibit10.1 to this Quarterly Report on Form10-Q.
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