Item 1.01. Entry into a Material Definitive Agreement.
On September 9, 2021, we entered into a Secured Loan and Security Agreement
("Loan Agreement") with Top Dog Productions, Inc., as the borrower (the
"Borrower") under such Loan Agreement. The Loan Agreement provides that we will
make one or more disbursements of a Loan to the Borrower in an aggregate
principal amount not to exceed $2,000,000. Our commitment to make disbursements
ends on September 8, 2022 and all unpaid principal matures on September 9, 2022.
Interest will accrue on the outstanding principal under the Note at 5%;
provided, however, that interest will accrue at 24% per annum from the date of
the occurrence of an Event of Default until the principal is paid. Any accrued
and unpaid interest shall be payable on March 9, 2022 and September 9, 2022 and
on the date any principal of the loan is prepaid on the amount of such principal
so prepaid. The Borrower may repay the principal of the loan at any time. Any
principal that is repaid may not be reborrowed.
The loan is secured by all assets of the Borrower. The two owners of the
Borrower have also provided a non-recourse carve-out guaranty which requires
such owners to guarantee certain losses incurred as a result of fraud and other
intentional bad acts.
A copy of the Loan Agreement is attached hereto as Exhibit 10.1 and is
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description of Exhibit
10.1 Secured Loan and Security Agreement, dated September 9, 2021
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