---
schema_version: "secwatch.filing_event.v1"
accession: "0001558370-23-010215"
form_type: "8-K"
ticker: null
cik: "0001761510"
company_name: "TILT Holdings Inc."
filed_at: "2023-05-19T23:59:59+00:00"
generated_at: "2026-06-14T19:56:39.695863+00:00"
event_type: "debt"
sentiment: "negative"
materiality_score: 0.7
calibrated_materiality_score: 0.7
confidence: "high"
source: SEC EDGAR
---

# TILT Holdings closes $4.5M bridge notes at 16%+ rate; forbearance on $46M prior notes

## Summary
- Issued $4.5M aggregate principal senior secured notes, OID $0.5M, net proceeds $4M to transition supplier trade payable.
- Notes bear interest at higher of 16% or prime+8.5%, mature Dec 2023, secured by all subsidiary assets.
- Forbearance on $46.2M prior notes (Feb 2023) suspends interest payments through Dec 2023 at default rate (prime+16.5%).
- Former director Mark Scatterday (18.5% ownership) holds $1.645M; current director Adam Draizin holds $0.133M of notes.
- Company must make amortization payments of $750k/month starting July 2023 plus 50% of cash >$10M.

## SEC filing metadata
- accession: 0001558370-23-010215
- form_type: 8-K
- cik: 0001761510
- company_name: TILT Holdings Inc.
- filed_at: 2023-05-19T23:59:59+00:00
- event_type: debt
- sentiment: negative
- materiality_score: 0.7
- calibrated_materiality_score: 0.7
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1761510/000155837023010215/0001558370-23-010215-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1761510/000155837023010215/tilt-20230515x8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001558370-23-010215
- JSON: https://secwatch.observer/filing/0001558370-23-010215.json
- Plain text: https://secwatch.observer/filing/0001558370-23-010215.txt

## Key facts
- Debt Financings
  TILT Holdings Inc. incurred senior notes of US$4,500,000 with Jordan Geotas, as noteholder representative at greater of 16% or prime rate plus 8.5% per annum maturing December 1, 2023.
  - Instrument: senior notes
  - Principal: US$4,500,000
  - Counterparty: Jordan Geotas, as noteholder representative
  - Rate: greater of 16% or prime rate plus 8.5% per annum
  - Maturity: December 1, 2023
  - Event: incurrence
  source text: Pursuant to the 2023 NPA, Subsidiary Borrowers issued by way of private placement senior secured promissory notes in the aggregate principal amount of US$4,500,000 (the “2023 Bridge Notes”) to the holders with a maturity date of December 1, 2023 (the “Maturity Date”). The 2023 Bridge Notes bear interest at the greater of 16% or the prime rate plus 8.5% payable monthly.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1761510/000155837023010215/0001558370-23-010215-index.htm
- Material Agreements
  TILT Holdings Inc. entered into Secured Note Purchase Agreement with Jordan Geotas, as Noteholder Representative on behalf of the purchasers valued at US$4,500,000 aggregate principal amount of senior secured promissory notes (effective 2023-05-15).
  - Action: entry
  - Agreement: credit facility
  - Counterparty: Jordan Geotas, as Noteholder Representative on behalf of the purchasers
  - Value: US$4,500,000 aggregate principal amount of senior secured promissory notes
  - Effective: 2023-05-15
  source text: On May 15, 2023 (the “Closing Date”), TILT Holdings Inc. (the “Company”) and its subsidiaries, Jimmy Jang, L.P., Baker Technologies, Inc., Commonwealth Alternative Care, Inc., and Jupiter Research, LLC (“Jupiter”, and collectively, the “Subsidiary Borrowers”) entered into a Secured Note Purchase Agreement, with Jordan Geotas, as the noteholder representative (the “Noteholder Representative”) on behalf of the purchasers named therein (the “2023 NPA”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1761510/000155837023010215/0001558370-23-010215-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.