UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT

Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 17, 2015

BROOKLYN CHEESECAKE & DESSERTS COMPANY, INC.
(Exact name of registrant as specified in its charter)

 New York
 
001-13984
 
13-3832215
(State or other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)

12540 Broadwell Road, Suite 1203
Milton, Georgia 30004
 (Address of principal executive offices)

(678) 871-7457
(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:
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
 

Item 1.01.  Entry into Material Definitive Agreement. .

On February 17, 2015, Brooklyn Cheesecake & Desserts Company, Inc. (the “Company”) entered into that certain Business Loan and Security Agreement, as amended, (the “Initial Loan Agreement”) with certain other co-borrowers (collectively, with the Company, the “Borrower”) and Small Business Financial Solutions, LLC (“SBFS”), pursuant to which SBFS provided a term loan to the Borrower in the amount of $250,000 (the “Initial Loan”).  Pursuant to the Loan, the Borrower must make payments of $1,343.75 every business day for a period of 240 days. The Initial Loan Agreement provides for fees which are to be paid at the end of the loan’s term in addition to principal. In the aggregate, the Borrower will be required to pay back to SBFS a total of $322,500; provided, however, in the event that the Borrower repays $297,500 to SBFS within 180 calendar days of the effective date of the Initial Loan, the Initial Loan will be paid in full. The Initial Loan is personally guaranteed by Jeffrey Cosman, the Company’s Chief Executive Officer and Director.

On February 19, 2015, the Borrower entered into that certain Business Loan and Security Agreement, as amended, (the “Second Loan Agreement”) with SBFS, pursuant to which SBFS provided a term loan to the Borrower in the amount of $500,000 (the “Second Loan”).  Pursuant to the Second Loan, the Borrower must make payments of $2,687.50 every business day for a period of 240 days. The Second Loan Agreement provides for fees which are to be paid at the end of the loan’s term in addition to principal. In the aggregate, the Borrower will be required to pay back to SBFS a total of $645,000; provided, however, in the event that the Borrower repays $595,000 to SBFS within 180 calendar days of the effective date of the Second Loan, the Second Loan will be paid in full.  The Second Loan is personally guaranteed by Jeffrey Cosman, the Company’s Chief Executive Officer and Director.

The foregoing descriptions of the Initial Loan Agreement and Second Loan Agreement do not purport to be complete and are subject to, and qualified in their entirety by, the full text of the documents themselves, copies of which are attached hereto as Exhibits 10.1 and 10.2, respectively, and incorporated herein by reference.

Item 2.03.  Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 is incorporated by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits
 
Exhibit No.   Description
     
10.1
 
Form of Business Loan and Security Agreement, dated February 17, 2015, as amended*
     
10.2
 
Form of Business Loan and Security Agreement, dated February 19, 2015, as amended*
 
*Filed herewith

 
2
 

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 thereunto duly authorized.
 
 
BROOKLYN CHEESECAKE & DESSERTS COMPANY, INC.
   
       
Date: March 2, 2015
By:
/s/ Jeffrey Cosman
 
   
Name: Jeffrey Cosman
 
   
Title: Chief Executive Officer
 

 
 


3
Exhibit 10.1
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
AMENDMENT TO BUSINESS LOAN AND SECURITY AGREEMENT

This Amendment is incorporated into the Business Loan and Security Agreement (“BLSA”) entered into between Brooklyn Cheesecake and Desserts Co, Inc. (“Borrower”) and Lender.  Pursuant to the BLSA, Lender loaned Borrower $250,000 and Borrower has agreed to repay Lender $322,500.  The parties hereby agree to amend the BLSA as follows:

For all purposes of the BLSA and related documents, Borrower shall be Brooklyn Cheesecake and Desserts Co, Inc., Meridian Waste Solutions, Inc., Here to Serve Holding Corp. and Here To Serve - Missouri Waste Division, LLC.  The foregoing entities hereby agree to be bound by all the terms of the BLSA and related documents.    

This Amendment shall be binding upon the undersigned and its successors and assigns.  Except as otherwise provided herein: (i) all capitalized terms contained herein shall have the same meaning ascribed to them in the BLSA; and (ii) the BLSA remains in full force and effect.  To the extent that there is an inconsistency between the provisions of this Amendment and the provisions of the BLSA, the provisions of this Amendment shall govern.
 
 
Brooklyn Cheesecake
and Desserts Co, Inc.                                                                Here to Serve Holding Corp.

Signature: _______________________                             Signature: _______________________
Name:                                                                                           Name:                                                                
Title:                                                                                             Title:
Date:                                                                                             Date:


      Here To Serve - Missouri
Meridian Waste Solutions, Inc.                                              Waste Division, LLC

Signature: _______________________                             Signature: _______________________
Name:                                                                                           Name:
Title:                                                                                             Title:
Date:                                                                                             Date:


 
Exhibit 10.2
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
AMENDMENT TO BUSINESS LOAN AND SECURITY AGREEMENT

This Amendment is incorporated into the Business Loan and Security Agreement (“BLSA”) entered into between Brooklyn Cheesecake and Desserts Co, Inc. (“Borrower”) and Lender.  Pursuant to the BLSA, Lender loaned Borrower $250,000 and Borrower has agreed to repay Lender $322,500.  The parties hereby agree to amend the BLSA as follows:

For all purposes of the BLSA and related documents, Borrower shall be Brooklyn Cheesecake and Desserts Co, Inc., Meridian Waste Solutions, Inc., Here to Serve Holding Corp. and Here To Serve - Missouri Waste Division, LLC.  The foregoing entities hereby agree to be bound by all the terms of the BLSA and related documents.    

This Amendment shall be binding upon the undersigned and its successors and assigns.  Except as otherwise provided herein: (i) all capitalized terms contained herein shall have the same meaning ascribed to them in the BLSA; and (ii) the BLSA remains in full force and effect.  To the extent that there is an inconsistency between the provisions of this Amendment and the provisions of the BLSA, the provisions of this Amendment shall govern.
 
 
Brooklyn Cheesecake
and Desserts Co, Inc.                                                                Here to Serve Holding Corp.

Signature: _______________________                             Signature: _______________________
Name:                                                                                           Name:                                                                
Title:                                                                                             Title:
Date:                                                                                             Date:


      Here To Serve - Missouri
Meridian Waste Solutions, Inc.                                              Waste Division, LLC

Signature: _______________________                             Signature: _______________________
Name:                                                                                           Name:
Title:                                                                                             Title:
Date:                                                                                             Date: