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UNITED
STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, DC
20549
FORM
8-K
CURRENT
REPORT
PURSUANT TO
SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
October 6,
2017
Date of report
(date of earliest event reported)
MusclePharm
Corporation
(Exact name of
registrant as specified in its charter)
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Nevada
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000-53166
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77-0664193
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(State or other
jurisdictions ofincorporation or
organization)
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(CommissionFile
Number)
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(I.R.S.
EmployerIdentification
Nos.)
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4721 Ironton Street,
Building A
Denver, Colorado
80239
(Address
of principal executive offices) (Zip Code)
(303)
396-6100
(Registrant’s
telephone number, including area code)
Check the appropriate box below if
the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrants under any of the following
provisions:
☐ Written communications pursuant to
Rule 425 under the Securities Act (17 CFR
230.425)
☐ Soliciting material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
☐ Pre-commencement communications
pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
☐ Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
1.01 Entry into a
Material Definitive Agreement.
On October 6, 2017, MusclePharm
Corporation (the “Company”) and its affiliate (together
with the Company, “Borrower”) entered into a Loan and
Security Agreement (“Security Agreement”) with
Crossroads Financial Group, LLC (“Lender”). Pursuant to
the Security Agreement, Borrower may borrow up to 70% of its
Inventory Cost or
up to 75% of Net Orderly Liquidation Value (each as defined in the
Security Agreement), up to a maximum amount of $3.0 million at an
interest rate of 1.5% per month, subject to a minimum monthly fee
of $22,500. The initial term of the Security Agreement is six
months from the date of execution, and such initial term is
extended automatically in six month increments, unless earlier
terminated pursuant to the terms of the Security Agreement. The
Security Agreement contains customary events of default, including,
among others, the failure to make payments on amounts owed when
due, default under any other material agreement or the departure of
Ryan Drexler. The Security Agreement also contains customary
restrictions on the ability of Borrower to, among other things,
grant liens, incur debt and transfer assets. Under the Security
Agreement, Borrower has agreed to grant Lender a security interest
in all Borrower’s present and future accounts, chattel paper,
goods (including inventory and equipment), instruments, investment
property, documents, general intangibles, intangibles, letter of
credit rights, commercial tort claims, deposit accounts, supporting
obligations, documents, records and the proceeds
thereof.
The foregoing
description of the Security Agreement is a general description
only, does not purport to be complete, and is qualified in its
entirety by reference to the terms of the Security Agreement, a
copy of which is filed as Exhibit 10.1 to this Current Report on
Form 8-K and is incorporated by reference
herein.
Item
2.03 Creation of a
Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement.
The information set forth in Item
1.01 is incorporated by reference herein.
Item 9.01
Financial
Statements and Exhibits.
(d) Exhibits.
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Exhibit No.
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Description
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Loan and
Security Agreement.
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SIGNATURES
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.
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MUSCLEPHARM
CORPORATION
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By:
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/s/
Ryan Drexler
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Name: Ryan
Drexler |
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Title:
Chief Executive Officer and
President
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Date: October 10,
2017