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):
(Exact name of registrant as specified in charter)
(State of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices / Zip Code)
(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 registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act. | |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act. | |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act. | |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act. |
Securities registered pursuant to Section 12(b) of the Exchange Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| The
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| The
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 1.01 | Entry into a Material Definitive Agreement. |
Loan Amendment
On May 13, 2025, AMMO, Inc., a Delaware corporation (the “Company”), entered into a Third Amendment to Loan and Security Agreement (the “Third Loan Amendment”) by and among the Company and other borrowers party thereto (collectively, the “Borrower”), and Sunflower Bank, N.A., as administrative agent and collateral agent (the “Agent”). The Loan Amendment amends that certain Loan and Security Agreement, dated as of December 29, 2019, by and among the Borrower, the Lenders and the Agent (as amended by the Loan Amendment, the “Loan Agreement”). Capitalized terms used in this Item 1.01 but not otherwise defined herein have the same definitions given to such terms in the Loan Agreement.
Pursuant to the Third Loan Amendment, the Borrower and the Agent agreed to change the definitions in the Loan Agreement of: (i) “AMMO, Inc” to “Outdoor Holding Company,” (ii) “Ammo” to “OHC,” (iii) “AMMO TECHNOLOGIES, INC” to “OHC TECHNOLOGIES, INC,” and (iv) AMMO MUNITIONS, INC” to “OHC MUNITIONS, INC.”
The foregoing description of the Loan Amendment is not complete and is qualified in its entirety by reference to the Third Loan Amendment, a copy of which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit Number |
Description | |
| 10.1 | Consent and Third Amendment to Loan and Security Agreement, dated May 13, 2025, by and among Outdoor Holding Company fka AMMO, Inc. and Sunflower Bank, N.A. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | |
| ** | Portions of Exhibit 2.1 have been redacted in accordance with Item 601(b)(2)(ii) of Regulation S-K and certain schedules, annexes or exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K, but will be furnished supplementally to the SEC upon request. |
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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.
OUTDOOR HOLDING COMPANY | ||
| Dated: May 16, 2025 | By: | /s/ Jared R. Smith |
| Jared R. Smith | ||
| Chief Executive Officer | ||
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Exhibit 10.1
THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT
This THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT (this “Amendment”) is entered into as of May __, 2025 by and among SUNFLOWER BANK, N.A., as administrative agent and collateral agent for the Lenders (“Agent”), OUTDOOR HOLDING COMPANY (F/K/A AMMO, INC.), a Delaware corporation (“OHC”), OHC TECHNOLOGIES, INC. (F/K/A AMMO TECHNOLOGIES INC.), an Arizona corporation (“OHC Technologies”), ENLIGHT GROUP II, LLC, a Delaware limited liability company (“Enlight”), and OHC MUNITIONS, INC. (F/K/A AMMO MUNITIONS, INC.), a Delaware corporation (“OHC Munitions”; and together with OHC, OHC Technologies, and Enlight, individually and collectively, jointly and severally, “Borrower”).
RECITALS
Borrower and Agent are parties to that certain Loan and Security Agreement dated as of December 29, 2023 (as amended, restated, supplemented or otherwise modified from time to time, the “Loan Agreement”). The parties desire to amend the Loan Agreement in accordance with the terms of this Amendment.
NOW, THEREFORE, the parties agree as follows:
1. Pursuant to the terms of the Olin Winchester Acquisition Agreement, Borrower changed the name of (a) AMMO, INC. on April 21, 2025 with the Delaware Secretary of State to OUTDOOR HOLDING COMPANY, (b) AMMO TECHNOLOGIES INC. on April 21, 2025 with the Arizona Corporate Commission to OHC TECHNOLOGIES, INC. and (c) AMMO MUNITIONS, INC. on April 21, 2025 with the Delaware Secretary of State to OHC MUNITIONS, INC. Accordingly, and subject to the terms and conditions set forth herein, Agent hereby consents to such name changes, and as of the date hereof, for all purposes under the Loan Agreement and the other Loan Documents, AMMO, INC. shall in all cases mean OUTDOOR HOLDING COMPANY, the term “Ammo” shall in all cases mean “OHC”, AMMO TECHNOLOGIES INC. shall in all cases mean OHC TECHNOLOGIES, INC., the term “Ammo Technologies” shall in all cases mean “OHC Technologies”, AMMO MUNITIONS, INC. shall in all cases mean OHC MUNITIONS, INC. and the term “Ammo Munitions” shall in all cases mean “OHC Munitions”.
2. The Loan Documents are each hereby amended wherever necessary to reflect the changes described above.
3. Unless otherwise defined, all initially capitalized terms in this Amendment shall be as defined in the Loan Agreement.
The Loan Agreement, as amended hereby, shall be and remain in full force and effect in accordance with its respective terms and hereby is ratified and confirmed in all respects. Except as expressly set forth herein, the execution, delivery, and performance of this Amendment shall not operate as a waiver of, or as an amendment of, any right, power, or remedy of Agent under the Loan Agreement, as in effect prior to the date hereof.
4. Borrower represents and warrants that the Representations and Warranties contained in the Loan Agreement are true and correct as of the date of this Amendment, and that no Event of Default has occurred and is continuing.
5. As a condition to the effectiveness of this Amendment, Agent shall have received, in form and substance satisfactory to Agent, the following:
(a) this Amendment, duly executed by Borrower;
(b) a certified copy of the filed Certificate of Amendment for each of OHC, OHC Technologies and OHC Munitions;
(c) all reasonable Lender Expenses incurred through the date of this Amendment, which may be debited from any of Borrower’s accounts; and
(d) such other documents, and completion of such other matters, as Agent may reasonably deem necessary or appropriate.
6. Each of Article 10, Article 11, Article 12 and Article 13 of the Loan Agreement are incorporated herein by reference, mutatis mutandis, as though fully set forth.
[Balance of Page Intentionally Left Blank]
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed as of the date first above written.
| OUTDOOR HOLDING COMPANY (F/K/A AMMO, INC.) | ||
| By: | ||
| Name: | Jared R. Smith | |
| Title: | Chief Executive Officer | |
| OHC TECHNOLOGIES, INC. (F/K/A AMMO TECHNOLOGIES INC.) | ||
| By: | ||
| Name: | Jared R. Smith | |
| Title: | Chief Executive Officer | |
| ENLIGHT GROUP II, LLC | ||
| By: | ||
| Name: | Jared R. Smith | |
| Title: | Chief Executive Officer | |
| OHC MUNITIONS, INC. (F/K/A AMMO MUNITIONS, INC.) | ||
| By: | ||
| Name: | Jared R. Smith | |
| Title: | Chief Executive Officer | |
| SUNFLOWER BANK, N.A. | ||
| By: | ||
| Name: | Mark Venable | |
| Title: | Asset Manager | |
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