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| CIK | 1629261 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Long Blockchain Corp.
SEC Filings (Chronological Order)
यह पृष्ठ SEC फाइलिंग की एक पूरी, कालानुक्रमिक सूची प्रदान करता है, ओनरशिप फाइलिंग को छोड़कर, जो हम अन्यत्र प्रदान करते हैं।
| February 20, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits 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 18, 2020 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Inco |
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| February 20, 2020 |
Exhibit 99.1 Long Blockchain Corp. Announces Termination of Non-Binding Letter of Intent to Merge with Stran Promotional Solutions Farmingdale, NY (February 18, 2020) – Long Blockchain Corp. (“LBCC”) (OTC Pink: LBCC) today announced the termination of its previously announced letter-of-intent to merge with Stran & Company, Inc. (“Stran”), a privately-held leading provider of comprehensive branding |
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| January 23, 2020 |
Exhibit 10.1 AMENDMENT No. 3 TO LOAN AGREEMENT AND PROMISSORY NOTE THIS AMENDMENT (the “Amendment”) is made as of January 16, 2020, AMONG: LONG ISLAND BEVERAGES CORP., a corporation formed pursuant to the laws of the Province of British Columbia (the “Lender”) AND: LONG ISLAND BRAND BEVERAGES LLC, a limited liability company formed pursuant to the laws of the State of New York (the “Borrower”) AND |
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| January 23, 2020 |
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): January 16, 2020 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Incor |
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| October 28, 2019 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): October 28, 2019 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Incor |
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| October 28, 2019 |
Long Blockchain Corp. Enters into Non-Binding Letter of Intent to Merge with Stran Promotional Solutions, a leader in the Promotional Solutions Industry QUINCY, MA & FARMINGDALE, NY (OCTOBER 28, 2019) – Stran & Company, Inc. (“Stran”), a privately-held leading provider of comprehensive branding and incentive solutions doing business under the name Stran Promotional Solutions, and Long Blockchain C |
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| October 15, 2019 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits 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): October 9, 2019 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Incorp |
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| October 15, 2019 |
Exhibit 10.1 AMENDMENT nO. 2 TO LOAN AGREEMENT AND PROMISSORY NOTE THIS AMENDMENT (the “Amendment”) is made as of August 30, 2019, AMONG: LONG ISLAND BEVERAGES CORP., a corporation formed pursuant to the laws of the Province of British Columbia (the “Lender”) AND: LONG ISLAND BRAND BEVERAGES LLC, a limited liability company formed pursuant to the laws of the State of New York (the “Borrower”) AND: |
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| October 15, 2019 |
EX-10.2 3 ex10-2.htm Exhibit 10.2 AMENDMENT NO. 2 TO LOAN AGREEMENT AND PROMISSORY NOTE THIS AMENDMENT (the “Amendment”) is made as of August 30, 2019, AMONG: ECC VENTURES 2 CORP., a corporation formed pursuant to the laws of the Province of British Columbia (the “Lender”) AND: LONG ISLAND BRAND BEVERAGES LLC, a limited liability company formed pursuant to the laws of the State of New York (the “B |
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| September 23, 2019 |
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): September 19, 2019 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Inc |
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| September 23, 2019 |
Exhibit 99.1 Long Blockchain Corp. Enters into Definitive Agreement for Sale of its Beverage Subsidiary Long Island Brand Beverages Farmingdale, NY. September 20, 2019: Long Blockchain Corp. (OTCPink: LBCC) (“Long Blockchain” or the “Company”) announced today that it has entered into a definitive agreement for the sale of its wholly-owned beverage subsidiary, Long Island Brand Beverages LLC (“LIBB |
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| September 23, 2019 |
Exhibit 2.1 RESTATED SHARE PURCHASE AGREEMENT by and among ECC VENTURES 2 CORP. as the Purchaser AND the sole shareholder of LONG ISLAND BRAND BEVERAGES LLC and the shareholders of LONG ISLAND BEVERAGES CORP. collectively, as the Vendors September 13, 2019 2 RESTATED SHARE PURCHASE AGREEMENT THIS SHARE PURCHASE AGREEMENT is made as of September 13, 2019, BY AND AMONG: ECC VENTURES 2 CORP., a corpo |
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| July 1, 2019 |
AMENDMENT TO LOAN AGREEMENT AND PROMISSORY NOTE THIS AMENDMENT (the “Amendment”) is made as of June , 2019, AMONG: LONG ISLAND BEVERAGES CORP. |
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| July 1, 2019 |
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): June 25, 2019 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Incorpor |
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| July 1, 2019 |
AMENDMENT TO LOAN AGREEMENT AND PROMISSORY NOTE THIS AMENDMENT (the “Amendment”) is made as of June , 2019, AMONG: ECC VENTURES 2 CORP. |
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| May 21, 2019 |
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): May 15, 2019 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Incorpora |
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| May 21, 2019 |
Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF LONG BLOCKCHAIN CORP. Pursuant to Section 242 of the General Corporation Law of Delaware The undersigned Chief Executive Officer of Long Blockchain Corp. (the “Corporation”) does hereby certify: FIRST: The name of the Corporation is Long Blockchain Corp. SECOND: The certificate of incorporation of the Corporation is hereby ame |
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| April 25, 2019 |
SEPARATION AND MUTUAL RELEASE AGREEMENT THIS SEPARATION AND MUTUAL RELEASE AGREEMENT (the “Agreement”) is made on the 14th day of January 2019 (the “Effective Date”) by and between SBL Holdings Limited (formerly known as Stater Blockchain Limited)1, a Company incorporated in New Zealand and having its registered office at 25 Ti Point Road, Leigh 0985, New Zealand (“SBL”), and Long Blockchain Corp. |
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| April 25, 2019 |
Form of Warrant for Andrew Stranberg. Exhibit 10.05 THE REGISTERED HOLDER OF THIS WARRANT, BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS WARRANT EXCEPT AS HEREIN PROVIDED. NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATI |
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| April 25, 2019 |
Stran Agreement, dated as of July 26, 2018, by and between the Company and Stran & Company, Inc. Exhibit 10.03 AGREEMENT This Agreement (as amended, modified or supplemented from time to time, this “Agreement”) is made and entered into as of July 26, 2018, between LONG BLOCKCHAIN CORP., a Delaware corporation having an address at 12-1 Dubon Court, Farmingdale, New York 11735 (“LBCC”), STRAN LOYALTY GROUP INC., a Delaware corporation and wholly-owned subsidiary of LBCC having an address at 12- |
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| April 25, 2019 |
Separation Agreement, dated as of July 26, 2018, by and between the Company and Shamyl Malik. Exhibit 10.02 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (“Agreement”) is made as of this 26th day of July, 2018 (the “Execution Date”) and entered into by and between Shamyl Malik, an individual (“Employee”), on the one hand, and Long Blockchain Corp., a Delaware corporation (the “Company”), on the other hand. The Employee and the Company may be collectively referred to herein as the “Parties |
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| April 25, 2019 |
Form of Subscription Agreement with Andrew Stranberg. Exhibit 10.04 LONG BLOCKCHAIN CORP. Subscription Agreement INSTRUCTIONS IMPORTANT: PLEASE READ CAREFULLY BEFORE SIGNING. SIGNIFICANT OBLIGATIONS AND REPRESENTATIONS ARE CONTAINED IN THIS DOCUMENT. Steps For All Investors 1. Fill in your name and amount of investment on Page 3. Additional Steps for Individual Investors 1. Complete the requested information on Page 8. 2. Sign Page 10. Additional Ste |
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| April 25, 2019 |
Employment Agreement, dated as of July 26, 2018, by and between the Company and Andrew Shape. Exhibit 10.01 EMPLOYMENT AGREEMENT AGREEMENT dated as of July 26, 2018 (“Commencement Date”) between ANDREW SHAPE, residing at 7 Sayles Road, Hingham, MA 02043 (“Executive”), and LONG BLOCKCHAIN CORP., a Delaware corporation having its principal office at 12-1 Dubon Court Farmingdale NY 11735 (“Company”); WHEREAS, the Company desires to enter into an employment agreement with Executive and Executi |
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| April 25, 2019 |
LBCC / Long Blockchain Corp. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-37808 LONG |
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| April 22, 2019 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive P |
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| April 9, 2019 |
PRE 14A 1 pre14-a.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [X] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e |
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| April 2, 2019 |
Exhibit 10.1 LOAN AGREEMENT THIS LOAN AGREEMENT is made as of January , 2019, BETWEEN: ECC VENTURES 2 CORP., a corporation formed pursuant to the laws of the Province of British Columbia (the “Lender”) AND: LONG ISLAND BRAND BEVERAGES LLC, a limited liability company formed pursuant to the laws of the State of New York (the “Borrower”) AND: LONG BLOCKCHAIN CORP., a corporation formed pursuant to t |
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| April 2, 2019 |
Form of General Security Agreement. Exhibit 10.2 GENERAL SECURITY AGREEMENT THIS GENERAL SECURITY AGREEMENT (the “Security Agreement”) is made as of January , 2019, BETWEEN: ECC VENTURES 2 CORP., a corporation formed pursuant to the laws of the Province of British Columbia (the “Lender”) AND: LONG ISLAND BRAND BEVERAGES LLC, a limited liability company formed pursuant to the laws of the State of New York (the “Borrower”) WHEREAS: A. |
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| April 2, 2019 |
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): March 27, 2019 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Incorpo |
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| March 6, 2019 |
Exhibit 99.1 ECC VENTURES 2 CORP. Suite 1600, 609 Granville Street Vancouver, BC V7Y 1C3 Telephone: 1-778-331-8505 NEWS RELEASE ECC VENTURES 2 ANNOUNCES C$2,000,000 BROKERED PRIVATE PLACEMENT LED BY CANACCORD GENUITY NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES. March 6, 2019 – Vancouver, BC, Canada. ECC Ventures 2 Corp. (“ECC2” or the “Company”) (TSXV: |
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| March 6, 2019 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): March 6, 2019 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Incorpor |
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| January 29, 2019 |
Exhibit 10.1 LONG BLOCKCHAIN CORP. 12-1 Dubon Court Farmingdale, NY 11735 January 23, 2019 Magnum Vending Corp. & Philip J. Thomas 45 Herbert Drive New Hyde Park, NY 11040 Re: Expense Reimbursement Ladies and Gentlemen: Reference is made to (i) that certain letter agreement (the “Reimbursement Agreement”), dated as of November 23, 2015, by and among Magnum Vending Corp. (“Magnum”), Philip Thomas ( |
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| January 29, 2019 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits 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): January 23, 2019 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Incor |
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| January 29, 2019 |
EX-99.3 2 tv511792ex99-3.htm EXHIBIT 99.3 CUSIP No. 542614 102 SCHEDULE 13D Page 1 of 1 Pages Exhibit 99.3 JOINT FILING AGREEMENT AGREEMENT dated as of January 28, 2019 between Court Cavendish Ltd. and Dr. Chai Patel (each a “Party”, together, the “Parties”). Each Party hereto represents to the other Party that it is eligible to use Schedule 13D to report its beneficial ownership in shares of comm |
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| January 29, 2019 |
LBCC / Long Blockchain Corp. / Court Cavendish Ltd - SC 13D/A Activist Investment SC 13D/A 1 tv511792sc13d-a.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Long Blockchain Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 542614 102 (CUSIP Number) Court Cavendish Ltd. Attention: Dr. Chai Patel Riverbridge House Guildford Road Leatherhead |
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| January 23, 2019 |
Exhibit 99.1 ECC VENTURES 2 CORP. Suite 1600, 609 Granville Street Vancouver, BC V7Y 1C3 Telephone: 1-778-331-8505 NEWS RELEASE ECC VENTURES 2 CORP. ENTERS LETTER OF INTENT WITH LONG BLOCKCHAIN CORP. FOR QUALIFYING TRANSACTION NOT FOR DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES. January 23, 2019 – Vancouver, BC, Canada. ECC Ventures 2 Corp. (“ECC2” or the “Comp |
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| January 23, 2019 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): January 23, 2019 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Incor |
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| January 22, 2019 |
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): January 15, 2019 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Incor |
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| January 22, 2019 |
Form of Security Agreement (included as Exhibit B to Exhibit 10.1 hereto). Exhibit 10.1 Second Amended and Restated Loan and Option Agreement Date: January 18, 2019 PARTIES Court Cavendish Ltd, a company incorporated in England and Wales under no. 04290684, having its registered address at The Care House, Randalls Way, Leatherhead, Surrey, KT22 7TW (the “Lender”). Long Blockchain Corp., a Delaware corporation, having its principal executive offices at 12-1 Dubon Court, F |
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| January 22, 2019 |
Separation and Mutual Release Agreement. Exhibit 10.3 SEPARATION AND MUTUAL RELEASE AGREEMENT THIS SEPARATION AND MUTUAL RELEASE AGREEMENT (the “Agreement”) is made on the 14th day of January 2019 (the “Effective Date”) by and between SBL Holdings Limited (formerly known as Stater Blockchain Limited), a Company incorporated in New Zealand and having its registered office at 25 Ti Point Road, Leigh 0985, New Zealand (“SBL”), and Long Bloc |
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| December 12, 2018 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 Long Blockchain Establishes Joint Venture with Entrex to Scale Leading Blockchain-Enabled Alternative Trading Platform * * * * * Farmingdale, NY (December 7, 2018) — Long Blockchain Corp. (OTCPink: LBCC) (“Long Blockchain” or the “Company”) today announced that it has executed an agreement for a joint venture (the “Joint Venture”) with EHCo LLC, a holding company |
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| December 12, 2018 |
8-K 1 form8-k.htm 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): December 6, 2018 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS |
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| December 6, 2018 |
8-K 1 form8-k.htm 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): November 30, 2018 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporatio |
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| November 16, 2018 |
LBCC / Long Blockchain Corp. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-37808 LONG BLOCK |
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| October 18, 2018 |
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): October 16, 2018 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Incor |
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| October 5, 2018 |
LBCC / Long Blockchain Corp. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2018 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-37808 LONG BLOC |
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| September 14, 2018 |
Termination of a Material Definitive Agreement 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): September 14, 2018 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Inc |
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| August 31, 2018 |
THE REGISTERED HOLDER OF THIS WARRANT, BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS WARRANT EXCEPT AS HEREIN PROVIDED. |
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| August 31, 2018 |
LBCC / Long Blockchain Corp. / Court Cavendish Ltd Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Long Blockchain Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 542614 102 (CUSIP Number) Court Cavendish Ltd. The Care Hous |
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| August 31, 2018 |
CUSIP No. G4603R 106 SCHEDULE 13D Page 1 of 1 Pages Exhibit 99.3 JOINT FILING AGREEMENT AGREEMENT dated as of August 30, 2018 between Court Cavendish Ltd. and Dr. Chai Patel (each a “Party”, together, the “Parties”). Each Party hereto represents to the other Party that it is eligible to use Schedule 13D to report its beneficial ownership in shares of common stock, par value $0.0001 per share, of L |
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| August 7, 2018 |
LBCC / Long Blockchain Corp. / Stranberg Andrew Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) Long Blockchain Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 542614 102 (CUSIP Number) Andrew Stranberg Stran & Company, |
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| August 7, 2018 |
EX-99.1 2 ex99-1.htm Exhibit 99.1 JOINT FILING AGREEMENT AGREEMENT dated as of August 6, 2018 between Andrew Stranberg and Stran & Company, Inc. (together, the “Parties”). Each Party hereto represents to the other Party that it is eligible to use Schedule 13D to report its beneficial ownership in shares of common stock, par value $0.0001 per share, of Long Blockchain Corp. Each Party hereto agrees |
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| August 7, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 2)1 Long Blockchain Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 54261402 (CUSIP Number) eric j. watson |
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| August 7, 2018 |
EX-99.1 2 ex991to13da211604002080718.htm JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $.0001 par |
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| August 1, 2018 |
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): July 26, 2018 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission File Nu |
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| August 1, 2018 |
Exhibit 99.1 For Immediate Release Long Blockchain Announces Formation of Stran Loyalty Group, Appoints Andy Shape as Chief Executive Officer * * * * * Farmingdale, NY (July 27, 2018) — Long Blockchain Corp. (OTCPink: LBCC) (“Long Blockchain” or the “Company”) today announced that it has formed a new subsidiary, Stran Loyalty Group (“SLG”), focused on providing loyalty, incentive, reward and gift |
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| June 7, 2018 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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): June 5, 2018 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Incorpora |
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| May 16, 2018 |
LBCC / Long Blockchain Corp. NT 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden Hours per form 2.50 SEC FILE NUMBER 0001-37808 CUSIP NUMBER 542614102 (Check One): [ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [X] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended: M |
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| May 9, 2018 |
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): May 4, 2018 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission File Numb |
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| May 9, 2018 |
Exhibit 10.1 Amended and Restated Loan and Option Agreement Date: May 3, 2018 PARTIES Court Cavendish Ltd, a company incorporated in England and Wales under no. 04290684, having its registered address at The Care House, Randalls Way, Leatherhead, Surrey, KT22 7TW (the “Lender”). Long Blockchain Corp., a Delaware corporation, having its principal executive offices at 12-1 Dubon Court, Farmingdale, |
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| May 9, 2018 |
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): April 23, 2018 Long Blockchain Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| April 30, 2018 |
LBCC / Long Blockchain Corp. 10-K/A (Annual Report) 10-K/A 1 form10-ka.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K/A (Amendment No. 1) (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2017 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Com |
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| April 19, 2018 |
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): April 19, 2018 Long Blockchain Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| April 19, 2018 |
Long Blockchain Announces Stockholder Update; Executes on Milestones, Positions for Fintech-Distributed Ledger Technology Leadership Farmingdale, New York, April 19, 2018 – Long Blockchain Corp. |
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| April 12, 2018 |
2 1. Delivery of Purchased Amount: Seller must deposit all Future Receipts into the single business banking account specified above, which may not be used for any personal, family or household purposes (the “Account”) and must instruct Seller’s credit card processor, which must be approved by Buyer (the “Processor”) to deposit all Payment Card receipts of Seller into the Account. Seller agrees not |
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| April 12, 2018 |
LBCC / Long Blockchain Corp. 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Form 10–K (Mark One) [X] ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2017 OR [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the transition period from to Commission File Number 001-37808 LONG BLOCKCHAIN CORP. |
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| April 12, 2018 |
Subsidiaries of the Registrant. EX-21.1 3 ex21-1.htm Exhibit 21.1 Subsidiaries of the Registrant Subsidiary Jurisdiction Long Island Brand Beverages** Delaware Cullen Agricultural Holding Corp.** Delaware Long Island Iced Tea Corp.** Delaware **Each of these subsidiaries is wholly-owned by the Registrant. |
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| April 11, 2018 |
EX-99.1 2 ex99-1.htm Long Blockchain Corp. Announces Receipt of Delisting Determination from Nasdaq; Trading to Move to OTC Markets Farmingdale, NY (April 10, 2018) – Long Blockchain Corp. (NasdaqCM: LBCC) (the “Company” or “LBCC”) today announced that on April 10, 2018, the Company received a delisting determination letter from the Hearings Panel of The Nasdaq Stock Market LLC (“Nasdaq”) relating |
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| April 11, 2018 |
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): April 10, 2018 Long Blockchain Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| April 10, 2018 |
LTEA / Long Blockchain Corp. / Brentwood Liit (nz) Ltd - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 Long Blockchain Corp. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 542614102 (CUSIP Number) December 21, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this S |
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| April 2, 2018 |
LBCC / Long Blockchain Corp. NT 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING OMB APPROVAL OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden Hours per form ... 2.50 SEC FILE NUMBER 001-37808 CUSIP NUMBER 54267E104 (Check One): [X] Form 10-K [ ] Form 20-F [ ] Form 11-K [ ] Form 10-Q [ ] Form 10-D [ ] Form N-SAR [ ] Form N-CSR For Period Ended |
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| April 2, 2018 |
LTEA / Long Blockchain Corp. / Stater Blockchain Ltd Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )1 Long Blockchain Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 54267E104 (CUSIP Number) STATER BLOCKCHA |
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| April 2, 2018 |
Exhibit 99.2 VOTING AGREEMENT This VOTING AGREEMENT (this “Agreement”) is entered into as of March 20, 2018 (the “Effective Date”) by and between Long Blockchain Corp., a Delaware corporation (the “Company”), Long Island Iced Tea Corp., a Delaware corporation (“SpinCo”) and Stater Blockchain Limited, a stockholder (“Stockholder”) of the Company. W I T N E S E T H: WHEREAS, the Shareholder is, as o |
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| April 2, 2018 |
EX-99.1 2 ex991to13d1162000203302018.htm JOINT FILING AGREEMENT Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $.0001 par |
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| March 30, 2018 |
LBCC / Long Blockchain Corp. / Tslc Pte. Ltd. - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) Under the Securities Exchange Act of 1934 (Amendment No. N/A)* LONG BLOCKCHAIN CORP. (Name of Issuer) Common Stock, Par Value $0.0001 Per Share (Title of Class of Securities) 54261402 (CUSIP Number) Mr. V. Raman Kumar TSLC Pte. Ltd. Aark Singapore Pte. Ltd. 583 Orchard Road #06-01 Forum Singapore 23 |
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| March 23, 2018 |
Exhibit 2.1 CONTRIBUTION AND EXCHANGE AGREEMENT among long blockchain corp. and TSLC PTE LTD. Dated as of March 21, 2018 TABLE OF CONTENTS Page Article I DEFINITIONS; CERTAIN RULES OF CONSTRUCTION. 1 Section 1.01 Definitions 1 Section 1.02 Certain Matters of Construction 10 Article II CONTRIBUTION AND EXCHANGE 11 Section 2.01 Contribution and Exchange 11 Section 2.02 Completion 11 Section 2.03 Dir |
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| March 23, 2018 |
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): March 22, 2018 Long Blockchain Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| March 23, 2018 |
EX-99.1 3 ex99-1.htm Exhibit 99.1 Long Blockchain Corp. Announces Minority Investment in TSLC, a Singapore-Based Financial Technology Company with a Strategic Ownership Position in CASHe - CASHe is a AI-Based Digital Lending Platform in India to Millennials - - Companies Plan to Roll Out CASHe FinTech Products to the Latin American Market - - TSLC Owns all of the IP Developed by CASHe - - TSLC Own |
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| March 22, 2018 |
Contribution and Exchange Agreement relating to shares in Stater Blockchain Limited and Long Blockchain Corp. |
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| March 22, 2018 |
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): March 19, 2018 Long Blockchain Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Incorpo |
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| March 22, 2018 |
Long Blockchain Corp. Announces Minority Investment in Stater Blockchain, UK-focused Developer of Blockchain Solutions for the Global Financial Markets - Operates Stater Global Markets, an FCA-Regulated Prime-of-Prime Brokerage in the UK - - Stater Investing in Blockchain Technology and Digital Cryptocurrency Solutions – - Long Blockchain and Stater to Exchange Board Seats - Farmingdale, NY (March |
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| March 20, 2018 |
EX-99.1 4 ex99-1.htm Long Blockchain Corp. Agrees to Acquire Hashcove, a UK-Based Company Building Distributed Ledger Technologies for Financial Markets Farmingdale, NY (March 15, 2018) — Long Blockchain Corp. (Nasdaq: LBCC) (“Long Blockchain” or the “Company”) today announced that it has entered into a definitive agreement to acquire Hashcove Limited (“Hashcove”), an early stage UK-based technolo |
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| March 20, 2018 |
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): March 14, 2018 Long Blockchain Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Incorpo |
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| March 20, 2018 |
Amendment No. 1 to Sale and Purchase Agreement. EX-2.2 3 ex2-2.htm AMENDMENT NO. 1 TO SALE AND PURCHASE AGREEMENT This AMENDMENT NO. 1 TO SALE AND PURCHASE AGREEMENT is entered into as of March 16, 2018 by and among Long Blockchain Corp., a Delaware corporation (“Parent”), and each of the persons signing this Agreement on the “Shareholder Signature Page” attached hereto, such persons being the holders of all of the Company’s outstanding ordinar |
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| March 20, 2018 |
SALE AND PURCHASE AGREEMENT BETWEEN LONG BLOCKCHAIN CORP., and ALL OF THE SHAREHOLDERS OF HASHCOVE LIMITED DATED AS OF MARCH 14, 2018 SALE AND PURCHASE AGREEMENT THIS AGREEMENT is made and entered into as of March 14, 2018, between Long Blockchain Corp., a Delaware corporation (“Parent”), and each of the persons signing this Agreement on the “Shareholder Signature Page” attached hereto, such perso |
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| February 28, 2018 |
Long Blockchain Corp. Appoints Loretta Joseph to Board of Directors EX-99.1 2 ex99-1.htm Long Blockchain Corp. Appoints Loretta Joseph to Board of Directors Farmingdale, NY (February 28, 2018) – Long Blockchain Corp. (NasdaqCM: LBCC) (the “Company”) today announced the appointment of Loretta Joseph to the Company’s Board of Directors. Ms. Joseph will serve as an independent director. Ms. Joseph has over 25 years of experience in the global financial services indus |
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| February 28, 2018 |
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 23, 2018 Long Blockchain Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| February 22, 2018 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)1 Long Blockchain Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 54261402 (CUSIP Number) eric j. watson |
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| February 22, 2018 |
EX-99.1 2 ex991to13da111604002022218.htm FORM OF VOTING AGREEMENT Exhibit 99.1 VOTING AGREEMENT This VOTING AGREEMENT (this “Agreement”) is entered into as of February 20, 2018 (the “Effective Date”) by and between Long Blockchain Corp., a Delaware corporation (the “Company”), Long Island Iced Tea Corp., a Delaware corporation (“SpinCo”) and , a stockholder (“Stockholder”) of the Company. W I T N |
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| February 21, 2018 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (AMENDMENT NO. 1) 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 15, 2018 Long Blockchain Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporat |
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| February 20, 2018 |
EX-10.2 3 ex10-2.htm EMPLOYMENT AGREEMENT AGREEMENT dated as of February 20, 2018 (“Commencement Date”) between SHAMYL MALIK, residing at (“Executive”), and Long Blockchain Corp., a Delaware corporation having its principal office at 12-1 Dubon Court Farmingdale NY 11735 (“Company”); WHEREAS, the Company desires to enter into an employment agreement with Executive and Executive is willing to enter |
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| February 20, 2018 |
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 20, 2018 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Inco |
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| February 20, 2018 |
VOTING AGREEMENT This VOTING AGREEMENT (this ?Agreement?) is entered into as of February 20, 2018 (the ?Effective Date?) by and between Long Blockchain Corp. |
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| February 20, 2018 |
Long Blockchain Corp. Appoints new Chief Executive Officer, Approves Spin Off of Beverage Business - Appoints Shamyl Malik as Chief Executive Officer - - Formation of Board Subcommittee to Lead Spin-Off of Beverage Subsidiary - Farmingdale, NY (February 20, 2018) ? Long Blockchain Corp. (NasdaqCM: LBCC) (the ?Company? or ?LBCC?) today announced new developments to advance the Company?s transition |
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| February 16, 2018 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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 15, 2018 Long Blockchain Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| February 2, 2018 |
Termination of a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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 2, 2018 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission File |
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| February 2, 2018 |
Long Blockchain Corp. Determines Not to Purchase Bitcoin Mining Equipment, Remains Committed to Proposed Merger with Stater Blockchain in Developing Blockchain Solutions for the Global Financial Markets Farmingdale, NY (February 2, 2018) ? Long Blockchain Corp. (NasdaqCM: LBCC) (the ?Company?) today announced that it will not acquire the 1,000 Antminer S9 mining rigs and 1,000 APW3++ PSUs pursuant |
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| January 16, 2018 |
Financial Statements and Exhibits, Other Events 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): January 16, 2018 Long Blockchain Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission File |
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| January 16, 2018 |
EX-99.1 2 ex99-1.htm Long Blockchain Corp. Enters into Letter-of-Intent with Stater Blockchain, UK-Based Business that is Building Blockchain Solutions for the Global Financial Markets About Stater Blockchain: - Operates Stater Global Markets, an FCA-Regulated Prime-of-Prime Brokerage in the UK - - Investing in Blockchain Technology and Digital Cryptocurrency Solutions - Farmingdale, NY (January 1 |
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| January 11, 2018 |
Long Blockchain Corp. Not Proceeding with Previously Announced Public Offering of Common Stock, Purchase of 1,000 Bitcoin Mining Machines Remains Unchanged Farmingdale, NY (January 9, 2018) ? Long Blockchain Corp. (NasdaqCM: LBCC) (the ?Company?) today announced that it is not proceeding with its previously announced public offering of common stock at this time. The Company is continuing with its |
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| January 11, 2018 |
Financial Statements and Exhibits, Other Events 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): January 9, 2018 Long Blockchain Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission File |
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| January 5, 2018 |
Up to 1,603,294 Shares of Common Stock of Long Blockchain Corp. Prospectus Supplement (to Prospectus dated October 14, 2016) Filed pursuant to Rule 424(b)(5) Registration No. |
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| January 5, 2018 |
Long Blockchain Corp. Announces Public Offering of Common Stock Long Blockchain Corp. Announces Public Offering of Common Stock Farmingdale, NY (January 5, 2018) ? Long Blockchain Corp. (NasdaqCM: LBCC) (the ?Company?) today announced the signing of subscription agreements for a public offering of 1,603,294 shares of its common stock at a public offering price of $5.25 per share. Alexander Capital, L.P. acted as the placement agent for the offering on a ?best |
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| January 5, 2018 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): January 4, 2018 Long Blockchain Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission File |
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| January 5, 2018 |
Long Blockchain Corp. Announces Stock Ticker Symbol Change to LBCC EX-99.1 5 ex99-1.htm Long Blockchain Corp. Announces Stock Ticker Symbol Change to LBCC Farmingdale, NY (January 5, 2018) — Long Blockchain Corp. (NasdaqCM: LBCC) (the “Company”) today announced that NASDAQ has approved a change of the Company’s stock trading ticker symbol. Effective today, the Company’s common stock will commence trading on the NASDAQ Capital Market under the trading symbol “LBCC |
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| January 5, 2018 |
Form of Subscription Agreement. SUBSCRIPTION AGREEMENT This subscription agreement (this ?Subscription Agreement?) is dated January , 2018, by and between the investor identified on the signature page hereto (?Investor?) and Long Blockchain Corp. |
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| January 5, 2018 |
Long Blockchain Corp. Enters into Agreement to Acquire 1,000 Bitcoin Mining Machines Manufactured by Bitmain - Cryptocurrency Mining Equipment Expected to Ship in January 2018 for Immediate Deployment in Experienced Nordic Data Center - Farmingdale, NY (January 5, 2018) ? Long Blockchain Corp. (NasdaqCM: LBCC) (the ?Company?) today announced that it has entered into an agreement with certain third |
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| January 5, 2018 |
ASSET PURCHASE AGREEMENT THIS AGREEMENT made this 4th day of January, 2018 BETWEEN: THE PARTIES SIGNING A SIGNATURE PAGE ATTACHED HERETO (collectively, the ?Vendor?) - and - LONG BLOCKCHAIN CORP. |
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| January 4, 2018 |
EX-99.1 2 ex99-1.htm Long Blockchain Corp. Appoints Two New Members to its Board of Directors - New Members are Nominees of Lender in Recently Announced Convertible Debt Facility - - Board Additions Bring Experience in Financial Technology - Farmingdale, NY (January 2, 2018) — Long Blockchain Corp. (NasdaqCM: LTEA) (the “Company”) today announced the appointment of Shamyl Malik, Global Head of Tra |
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| January 4, 2018 |
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): January 1, 2018 Long Blockchain Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission File |
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| December 29, 2017 |
Unregistered Sales of Equity Securities, Other Events 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): December 26, 2017 Long Blockchain Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| December 22, 2017 |
CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF LONG ISLAND ICED TEA CORP. |
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| December 22, 2017 |
Long Island Iced Tea Corp. to Rebrand as ?Long Blockchain Corp.? - Corporate Focus to Shift Towards Opportunities Strategic to Blockchain Technologies - Farmingdale, NY (December 21, 2017) ? Long Island Iced Tea Corp. (NasdaqCM: LTEA) (the ?Company?), today announced that the parent company is shifting its primary corporate focus towards the exploration of and investment in opportunities that leve |
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| December 22, 2017 |
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): December 19, 2017 LONG BLOCKCHAIN CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Inco |
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| December 22, 2017 |
Loan and Option Agreement Date: PARTIES Court Cavendish Ltd, a company incorporated in England and Wales under no. |
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| December 21, 2017 |
LTEA / Long Island Iced Tea Corp. RW 1 formrw.htm Long Island Iced Tea Corp. 12-1 Dubon Court Farmingdale, NY 11735 December 21, 2017 VIA EDGAR Mr. John Reynolds Securities and Exchange Commission Mail Stop 4720 100 F Street, N.E. Washington, DC 20549 Re: Long Island Iced Tea Corp. Registration Statement on Form S-1 File No. 333-221737 Application for Withdrawal of Registration Statement Gentlemen: Pursuant to Rule 477 under the S |
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| December 15, 2017 |
Exhibit 99.2 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Eric J. Watson the undersigned’s true and lawful attorney-in-fact to take any and all action in connection with (i) the undersigned’s beneficial ownership of, or participation in a group with respect to, securities of Long Island Iced Tea Corp. (the “Company”) directly or indirectly bene |
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| December 15, 2017 |
LTEA / Long Blockchain Corp. / WATSON E J - SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )1 Long Island Iced Tea Corp. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 54267E104 (CUSIP Number) eric j. wa |
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| December 15, 2017 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Common Stock, $.0001 par value per share, of Long Island Iced Tea Corp., a Delaware corpo |
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| December 1, 2017 |
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): November 27, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of |
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| November 30, 2017 |
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): November 24, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of |
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| November 22, 2017 |
LTEA / Long Island Iced Tea Corp. As filed with the Securities and Exchange Commission on November 22, 2017 Registration No. |
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| November 13, 2017 |
LTEA / Long Blockchain Corp. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-37808 LONG |
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| November 13, 2017 |
EX-10.1 2 ex10-1.htm Exhibit 10.1 SEPARATION AGREEMENT THIS SEPARATION AGREEMENT (“Agreement”) is made as of this 8 day of July, 2017 (the “Execution Date”) and entered into by and between Richard Allen, a resident of the State of New York (“Employee”), on the one hand, and Long Island Iced Tea Corp., a Delaware corporation (the “Company”), on the other hand. The Employee and the Company may be co |
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| October 24, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): October 24, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of |
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| October 24, 2017 |
Long Island Iced Tea Corp. Announces Preliminary 2017 Third Quarter and First Nine Months Net Sales Results - Third Quarter Branded Business Net Sales Expected to Increase 67% Year-over-Year - - First Nine Months Branded Business Net Sales Expected to Increase 45% Year-over-Year - Farmingdale (Long Island), NY (October 24, 2017) ? Long Island Iced Tea Corp. (NasdaqCM: LTEA) (the ?Company?), a grow |
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| October 13, 2017 |
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing 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): October 9, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of I |
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| October 5, 2017 |
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): October 2, 2017 Long Island Iced Tea Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission |
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| October 5, 2017 |
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): October 5, 2017 Long Island Iced Tea Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission |
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| October 5, 2017 | ||
| October 4, 2017 |
Financial Statements and Exhibits, Other Events 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): October 4, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of I |
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| October 4, 2017 |
Long Island Iced Tea Corp. Announces Closing of Public Offering Exhibit 99.1 Long Island Iced Tea Corp. Announces Closing of Public Offering Farmingdale, NY (October 4, 2017) ? Long Island Iced Tea Corp. (NasdaqCM: LTEA) (the ?Company?), a growth-oriented company focused on the ready-to-drink (?RTD?) tea segment in the beverage industry, today announced the closing of its previously announced public offering of 607,500 shares of common stock at a price of $2.0 |
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| September 27, 2017 |
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): September 21, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commissi |
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| September 27, 2017 |
The date of this prospectus supplement is September 27, 2017. TABLE OF CONTENTS Prospectus Supplement (to Prospectus dated October 14, 2016) Filed pursuant to Rule 424(b)(5) Registration No. |
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| September 27, 2017 |
Long Island Iced Tea Corp. Announces Public Offering of Common Stock Exhibit 99.1 Long Island Iced Tea Corp. Announces Public Offering of Common Stock Farmingdale, NY (September 27, 2017) ? Long Island Iced Tea Corp. (NasdaqCM: LTEA) (the ?Company?), a growth-oriented company focused on the ready-to-drink tea segment in the beverage industry, today announced the signing of subscription agreements for a public offering of 607,500 shares of its common stock at a publ |
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| September 27, 2017 |
Form of Subscription Agreement. Exhibit 1.1 SUBSCRIPTION AGREEMENT This subscription agreement (this ?Subscription Agreement?) is dated September , 2017, by and between the investor identified on the signature page hereto (?Investor?) and Long Island Iced Tea Corp., a Delaware corporation (the ?Company?), whereby the parties agree as follows: 1. Subscription. (a) Investor agrees to buy, and the Company agrees to sell and issue t |
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| September 27, 2017 |
Exhibit 4.1 THE REGISTERED HOLDER OF THIS WARRANT, BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS WARRANT EXCEPT AS HEREIN PROVIDED. VOID AFTER 5:00 P.M. EASTERN TIME, SEPTEMBER , 2018 WARRANT for the Purchase of Shares of Common Stock of LONG ISLAND ICED TEA CORP. 1. Warrant. THIS CERTIFIES THAT, for good and valuable consideration, duly paid by or on behalf of (t |
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| September 27, 2017 |
Financial Statements and Exhibits, Other Events 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): September 27, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer o |
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| August 11, 2017 |
LTEA / Long Blockchain Corp. 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-37808 LONG ISLAN |
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| August 10, 2017 |
LONG ISLAND ICED TEA CORP. Amended and Restated 2015 Long-Term Incentive Equity Plan Exhibit 4.1 LONG ISLAND ICED TEA CORP. Amended and Restated 2015 Long-Term Incentive Equity Plan Section 1.?Purpose; Definitions. 1.1.?Purpose.?The purpose of the Long Island Iced Tea Corp. 2015 Long-Term Incentive Equity Plan (?Plan?) is to enable the Company to offer to its employees, officers, directors and consultants whose past, present and/or potential future contributions to the Company and |
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| August 10, 2017 |
As filed with the Securities and Exchange Commission on August 9, 2017 Registration No. |
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| August 10, 2017 |
As filed with the Securities and Exchange Commission on August 9, 2017 Registration No. |
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| August 10, 2017 |
LONG ISLAND ICED TEA CORP. 2017 Long-Term Incentive Equity Plan Exhibit 4.1 LONG ISLAND ICED TEA CORP. 2017 Long-Term Incentive Equity Plan Section 1.?Purpose; Definitions. 1.1.?Purpose.?The purpose of the Long Island Iced Tea Corp. 2017 Long-Term Incentive Equity Plan (?Plan?) is to enable the Company to offer to its employees, officers, directors and consultants whose past, present and/or potential future contributions to the Company and its Subsidiaries hav |
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| August 9, 2017 |
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): August 9, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission F |
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| July 24, 2017 |
LBCC / Long Blockchain Corp. / Ivory Castle Ltd Activist Investment SC 13D/A 1 sc13da.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 2) LONG ISLAND ICED TEA CORP. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 54267E 104 (CUS |
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| July 14, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive P |
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| July 13, 2017 |
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): July 11, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Inc |
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| July 13, 2017 |
Long Island Iced Tea Corp. Announces Closing of Public Offering Long Island Iced Tea Corp. Announces Closing of Public Offering Hicksville, NY (July 12, 2017) ? Long Island Iced Tea Corp. (NasdaqCM: LTEA) (the ?Company?), a growth-oriented company focused on the ready-to-drink (?RTD?) tea segment in the beverage industry, today announced the closing of its previously announced public offering of 448,160 shares of common stock at a public offering price of $5.0 |
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| July 13, 2017 |
Financial Statements and Exhibits, Other Events 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): July 7, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| July 7, 2017 |
The date of this prospectus supplement is July 6, 2017 TABLE OF CONTENTS Prospectus Supplement (to Prospectus dated October 14, 2016) Filed pursuant to Rule 424(b)(5) Registration No. |
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| July 7, 2017 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): July 6, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| July 7, 2017 |
SUBSCRIPTION AGREEMENT This subscription agreement (this “Subscription Agreement”) is dated July _, 2017, by and between the investor identified on the signature page hereto (“Investor”) and Long Island Iced Tea Corp. |
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| July 7, 2017 |
Long Island Iced Tea Corp. Announces Public Offering of Common Stock Long Island Iced Tea Corp. Announces Public Offering of Common Stock Hicksville, NY (July 7, 2017) ? Long Island Iced Tea Corp. (NasdaqCM: LTEA) (the ?Company?), a growth-oriented company focused on the ready-to-drink (?RTD?) tea segment in the beverage industry, today announced the signing of subscription agreements for a public offering of 448,160 shares of its common stock at a public offering |
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| July 7, 2017 |
EX-4.1 3 ex4-1.htm THE REGISTERED HOLDER OF THIS WARRANT, BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS WARRANT EXCEPT AS HEREIN PROVIDED. VOID AFTER 5:00 P.M. EASTERN TIME, JULY , 2020 WARRANT for the Purchase of Shares of Common Stock of LONG ISLAND ICED TEA CORP. 1. Warrant. THIS CERTIFIES THAT, for good and valuable consideration, duly paid by or on behalf of |
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| June 16, 2017 |
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): June 14, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Inc |
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| June 15, 2017 |
Long Island Iced Tea Corp. Announces Public Offering of Common Stock Exhibit 99.1 Long Island Iced Tea Corp. Announces Public Offering of Common Stock Hicksville, NY (June 15, 2017) ? Long Island Iced Tea Corp. (NasdaqCM: LTEA) (the ?Company?), a growth-oriented company focused on the ready-to-drink (?RTD?) tea segment in the beverage industry, today announced the signing of subscription agreements for a public offering of 256,848 shares of its common stock at an a |
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| June 15, 2017 |
Exhibit 1.1 SUBSCRIPTION AGREEMENT This subscription agreement (this “Subscription Agreement”) is dated June 14, 2017, by and between the investor identified on the signature page hereto (“Investor”) and Long Island Iced Tea Corp., a Delaware corporation (the “Company”), whereby the parties agree as follows: 1. Subscription. (a) Investor agrees to buy, and the Company agrees to sell and issue to I |
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| June 15, 2017 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): June 14, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of Inc |
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| June 15, 2017 |
The date of this prospectus supplement is June 14, 2017. TABLE OF CONTENTS Prospectus Supplement Filed pursuant to Rule 424(b)(5) (to Prospectus dated October 14, 2016) Registration No. |
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| June 15, 2017 |
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): June 15, 2017 Long Island Iced Tea Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| June 15, 2017 | ||
| May 12, 2017 |
Long Island Iced Tea (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2017 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-37808 LONG ISLA |
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| May 12, 2017 |
Exhibit 10.1 AMENDED AND RESTATED EMPLOYMENT AGREEMENT AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”), dated as of March 10, 2017, between LONG ISLAND ICED TEA CORP., a Delaware corporation having its principal office at 116 Charlotte Avenue, Hicksville, NY 11801 (“Company”), and PHILIP THOMAS, residing at the address on file with the Company (“Executive”). WHEREAS, the Company and E |
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| May 4, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 4, 2017 Long Island Iced Tea Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 4, 2017 |
Long Island Iced Tea Corp. Announces Preliminary 2017 First Quarter Net Sales Results - First Quarter Net Sales Expected to Increase 119% Year-over-Year - Hicksville (Long Island), NY (May 4, 2017) ? Long Island Iced Tea Corp. (NasdaqCM: LTEA) (the ?Company?), a growth-oriented company focused on the non-alcoholic ready-to-drink (?NARTD?) segment in the beverage industry, today reported preliminar |
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| April 19, 2017 |
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): April 19, 2017 Long Island Iced Tea Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission F |
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| April 19, 2017 | ||
| March 31, 2017 |
Long Island Iced Tea (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 000-37808 LONG ISLAND IC |
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| March 31, 2017 |
Subsidiaries of the Registrant EX-21.1 2 ex21-1.htm Exhibit 21.1 Subsidiaries of the Registrant Subsidiary Jurisdiction Long Island Brand Beverages** Delaware Cullen Agricultural Holding Corp.** Delaware **Each of these subsidiaries is wholly-owned by the Registrant. |
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| March 16, 2017 |
Exhibit 9 STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT (this “Agreement”) is made as of the 10th day of March, 2017 (the “Grant Date”) by and between Long Island Iced Tea Corp. |
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| March 16, 2017 |
LBCC / Long Blockchain Corp. / Thomas Philip J. Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 1) LONG ISLAND ICED TEA CORP. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 54267E 104 (CUSIP Number) Philip Th |
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| March 15, 2017 |
Long Island Iced Tea (Current Report/Significant Event) 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): March 10, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of In |
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| February 23, 2017 |
LBCC / Long Blockchain Corp. / Panza Thomas Passive Investment SC 13G/A 1 sc13g.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1)* LONG ISLAND ICED TEA CORP. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 54267E 104 |
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| February 1, 2017 |
LONG ISLAND ICED TEA CORP. 4,348,889 SHARES OF COMMON STOCK Filed Pursuant to Rule 424(b)(3) Registration No. 333-213875 Prospectus LONG ISLAND ICED TEA CORP. 4,348,889 SHARES OF COMMON STOCK This prospectus covers up to 4,348,889 shares of our common stock that may be offered for resale or otherwise disposed of by the selling stockholders set forth in ?Selling Stockholders? beginning on page 21 of this prospectus, including their pledgees, assignees or su |
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| January 31, 2017 |
As filed with the Securities and Exchange Commission on January 30 , 2017 Registration No. |
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| January 30, 2017 |
Long Island Iced Tea Corp. Announces Closing of Public Offering Exhibit 99.1 Long Island Iced Tea Corp. Announces Closing of Public Offering Hicksville, NY (January 30, 2017) ? Long Island Iced Tea Corp. (NasdaqCM: LTEA) (the ?Company?), a growth-oriented company focused on the ready-to-drink (?RTD?) tea segment in the beverage industry, today announced the closing of its previously announced public offering of 376,340 shares of common stock at an average pric |
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| January 30, 2017 |
Financial Statements and Exhibits, Other Events 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): January 30, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of |
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| January 27, 2017 |
The date of this prospectus supplement is January 27, 2017 TABLE OF CONTENTS Prospectus Supplement (to Prospectus dated October 14, 2016) Filed pursuant to Rule 424(b)(5) Registration No. |
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| January 27, 2017 |
Long Island Iced Tea Corp. Announces Increase in Size of Public Offering Exhibit 99.1 Long Island Iced Tea Corp. Announces Increase in Size of Public Offering Hicksville, NY (January 27, 2017) — Long Island Iced Tea Corp. (NasdaqCM: LTEA) (the “Company”), a growth-oriented company focused on the ready-to-drink (“RTD”) tea segment in the beverage industry, today announced that it had increased the size of its previously announced public offering. The Company has signed |
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| January 27, 2017 |
Long Island Iced Tea (Current Report/Significant Event) 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): January 27, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of |
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| January 27, 2017 |
LONG ISLAND ICED TEA CORP. 116 Charlotte Avenue Hicksville, New York 11801 January 27, 2017 VIA EDGAR Mr. John Reynolds, Assistant Director U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Long Island Iced Tea Corp. Registration Statement on Form S-3 File No. 333- 213875 Dear Mr. Reynolds: Long Island Iced Tea Corp. (the ?Company?) hereby requests, pursuant to |
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| January 25, 2017 |
The date of this prospectus supplement is January 25, 2017 TABLE OF CONTENTS Prospectus Supplement (to Prospectus dated October 14, 2016) Filed pursuant to Rule 424(b)(5) Registration No. |
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| January 25, 2017 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): January 25, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of |
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| January 25, 2017 |
Long Island Iced Tea Corp. Announces Public Offering of Common Stock Exhibit 99.1 Long Island Iced Tea Corp. Announces Public Offering of Common Stock Hicksville, NY (January 25, 2017) ? Long Island Iced Tea Corp. (NasdaqCM: LTEA) (the ?Company?), a growth-oriented company focused on the ready-to-drink (?RTD?) tea segment in the beverage industry, today announced the signing of subscription agreements for a public offering of 345,090 shares of its common stock at a |
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| January 25, 2017 |
LONG ISLAND ICED TEA CORP. SELLING AGENT AGREEMENT Exhibit 1.1 LONG ISLAND ICED TEA CORP. SELLING AGENT AGREEMENT January 25, 2017 Alexander Capital L.P. As the ?Selling Agent? 17 State Street | 5th Floor New York, NY 10004 Ladies and Gentlemen: Long Island Iced Tea Corp., a corporation organized and existing under the laws of State of Delaware (the ?Company?), proposes to issue and sell to the purchasers, pursuant to the terms and conditions of t |
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| January 19, 2017 |
S-3/A 1 forms-3a.htm As filed with the Securities and Exchange Commission on January 18, 2017 Registration No. 333-213875 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 47-2624098 (State or Other Juri |
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| January 18, 2017 |
Long Island Iced Tea (Current Report/Significant Event) 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): January 17, 2017 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of |
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| January 9, 2017 |
Long Island Iced Tea (Current Report/Significant Event) 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): January 9, 2017 Long Island Iced Tea Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission |
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| January 9, 2017 | ||
| December 28, 2016 |
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): December 27, 2016 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of |
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| December 22, 2016 |
Prospectus Supplement (to Prospectus dated October 14, 2016) Filed pursuant to Rule 424(b)(5) Registration No. |
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| December 21, 2016 |
LONG ISLAND ICED TEA CORP. UNDERWRITING AGREEMENT EX-1.1 2 ex1-1.htm Exhibit 1.1 LONG ISLAND ICED TEA CORP. UNDERWRITING AGREEMENT December 21, 2016 Network 1 Financial Securities, Inc. As Representatives (collectively, the “Representative”) of the several Underwriters named on Schedule 1 attached hereto c/o Network 1 Financial Securities, Inc. 2 Bridge Avenue, Suite 241 Red Bank, NJ 07701 Ladies and Gentlemen: Long Island Iced Tea Corp., a corpo |
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| December 21, 2016 |
Long Island Iced Tea (Current Report/Significant Event) 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): December 21, 2016 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of |
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| December 21, 2016 |
Subject to completion, dated December 20, 2016 424B5 1 form424b5.htm Preliminary Prospectus Supplement (to Prospectus dated October 14, 2016) Filed pursuant to Rule 424(b)(5) Registration No. 333-213874 The information in this preliminary prospectus supplement and the accompanying prospectus is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and a |
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| December 14, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [X] Definitive P |
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| December 14, 2016 |
Unregistered Sales of Equity Securities 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): December 8, 2016 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of |
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| November 30, 2016 |
Long Island Iced Tea (Current Report/Significant Event) 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): November 30, 2016 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction (Commission (IRS Employer of |
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| November 15, 2016 |
Long Island Iced Tea (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2016 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-37808 LONG |
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| November 15, 2016 |
OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 OMB Number: 3235-0058 Expires: October 31, 2018 Estimated average burden hours per response. 2.50 FORM 12b-25 SEC FILE NUMBER 001-37808 CUSIP NUMBER NOTIFICATION OF LATE FILING 54267E 104 (Check one): [] Form 10-K [] Form 20-F [] Form 11-K [X] Form 10-Q [] Form 10-D [] Form N-SAR [] Form N-CSR For Period Ended: Se |
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| October 12, 2016 |
As filed with the Securities and Exchange Commission on October 12, 2016 Registration No. |
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| October 12, 2016 |
LONG ISLAND ICED TEA CORP. 116 Charlotte Avenue Hicksville, NY 11801 October 12, 2016 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549 Re: Long Island Iced Tea Corp. Registration Statement on Form S-3 Filed September 30, 2016 File No. 333-213874 Ladies and Gentlemen: Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amen |
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| October 5, 2016 |
Long Island Iced Tea (Current Report/Significant Event) FORM 8-K 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): September 29, 2016 Long Island Iced Tea Corp. (Exact Name of Registrant as Specified in Charter) Delaware 000-55448 47-2624098 (State or Other Jurisdiction of Incorporation) |
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| October 5, 2016 |
EX-10.1 2 ex10-1.htm Exhibit 10.1 Long Island Iced Tea Corp. 116 Charlotte Avenue Hicksville, New York 11801 September 29, 2016 Mr. Julian Davidson 27 Ronaki Road, Mission Bay Auckland New Zealand Mr. Davidson: This will confirm the amended and restated terms and conditions of the consulting agreement (this “Agreement”) between Long Island Iced Tea Corp. (the “Company”) and Julian Davidson (the “C |
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| September 30, 2016 |
As filed with the Securities and Exchange Commission on September 29, 2016 Registration No. |
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| September 30, 2016 |
As filed with the Securities and Exchange Commission on September 29, 2016 Registration No. |
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| September 30, 2016 |
Exhibit 4.4 LONG ISLAND ICED TEA CORP., As Issuer, AND [], As Trustee INDENTURE DATED AS OF [] [], 20[] SENIOR DEBT SECURITIES CROSS-REFERENCE TABLE (1) Section of Trust Indenture Act of 1939, as Amended Indenture 310(a) 7.10 310(b) 7.09; 7.11 310(c) Inapplicable 311(a) 7.14 311(b) 7.14 311(c) Inapplicable 312(a) 5.02(a) 312(b) 5.02(c) 312(c) Inapplicable 313(a) 5.04(a) 313(b) 5.04(b) 313(c) 5.04( |
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| September 30, 2016 |
Exhibit 4.5 LONG ISLAND ICED TEA CORP., As Issuer, AND , As Trustee INDENTURE DATED AS OF [] [], 20[] SUBORDINATED DEBT SECURITIES CROSS-REFERENCE TABLE (1) Section of Trust Indenture Act of 1939, as Amended Indenture 310(a) 7.10 310(b) 7.09;7.11 310(c) Inapplicable 311(a) 7.14 311(b) 7.14 311(c) Inapplicable 312(a) 5.02(a) 312(b) 5.02(c) 312(c) Inapplicable 313(a) 5.04(a) 313(b) 5.04(b) 313(c) 5. |
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| September 23, 2016 |
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): September 19, 2016 Long Island Iced Tea Corp. (Exact Name of Registrant as Specified in Charter) Delaware 000-55448 47-2624098 (State or Other Jurisdiction of Incorporation) (Commissi |
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| September 20, 2016 |
EXHIBIT 10.2 STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT (this “Agreement”) is made as of the day of , 20 (the “Grant Date”) by and between Long Island Iced Tea Corp., a Delaware corporation (the “Company”), and (“Employee”). WHEREAS, pursuant to the terms and conditions of the Company’s 2015 Long-Term Incentive Equity Plan (the “Plan”), the Compensation Committee of the Board of Directors |
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| September 20, 2016 |
LONG ISLAND ICED TEA CORP. 2015 Long-Term Incentive Equity Plan EXHIBIT 10.1 LONG ISLAND ICED TEA CORP. 2015 Long-Term Incentive Equity Plan Section 1. Purpose; Definitions. 1.1. Purpose. The purpose of the Long Island Iced Tea Corp. 2015 Long-Term Incentive Equity Plan (“Plan”) is to enable the Company to offer to its employees, officers, directors and consultants whose past, present and/or potential future contributions to the Company and its Subsidiaries ha |
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| September 20, 2016 |
EXHIBIT 10.3 STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT (this ?Agreement?) is made as of the 27th day of May, 2015 (the ?Grant Date?) by and between Long Island Iced Tea Corp., a Delaware corporation (the ?Company?), and (?Employee?). WHEREAS, in accordance with that certain Employment Agreement (?Employment Agreement?), dated as of May 27, 2015, between the Company and the Employee, the C |
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| September 20, 2016 |
As filed with the Securities and Exchange Commission on September 20, 2016 Registration No. |
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| September 19, 2016 |
LBCC / Long Blockchain Corp. / WATSON E J Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. )* LONG ISLAND ICED TEA CORP. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 54267E 104 (CUSIP Number) July 2 |
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| September 19, 2016 |
Exhibit 1 JOINT FILING AGREEMENT AGREEMENT dated as of September 19, 2016, between Eric J. |
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| September 15, 2016 |
LBCC / Long Blockchain Corp. / KA No. 2 Trustee Ltd Passive Investment SC 13G/A 1 sc13ga.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1)* LONG ISLAND ICED TEA CORP. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 54267E 10 |
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| August 24, 2016 |
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): August 18, 2016 Long Island Iced Tea Corp. (Exact Name of Registrant as Specified in Charter) Delaware 000-55448 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission |
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| August 24, 2016 |
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): August 18, 2016 Long Island Iced Tea Corp. (Exact Name of Registrant as Specified in Charter) Delaware 000-55448 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission |
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| August 15, 2016 |
Long Island Iced Tea (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2016 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-37808 LONG ISLAN |
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| August 5, 2016 |
Long Island Iced Tea (Current Report/Significant Event) 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): August 4, 2016 Long Island Iced Tea Corp. (Exact Name of Registrant as Specified in Charter) Delaware 001-37808 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission F |
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| August 5, 2016 | ||
| August 1, 2016 |
Long Island Iced Tea 8-K (Current Report/Significant Event) 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): July 28, 2016 Long Island Iced Tea Corp. (Exact Name of Registrant as Specified in Charter) Delaware 000-55448 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| August 1, 2016 |
Long Island Iced Tea Corp. Announces Closing of Public Offering, Uplisting to Nasdaq Exhibit 99.1 Long Island Iced Tea Corp. Announces Closing of Public Offering, Uplisting to Nasdaq Hicksville, NY (July 29, 2016) ? Long Island Iced Tea Corp. (OTCQB: LTEA) (the ?Company?), a growth-oriented company focused on the ready-to-drink (?RTD?) tea segment in the beverage industry, announced today the closing of its offering of shares of common stock to the public at a price of $5.50 per s |
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| July 28, 2016 |
Filed Pursuant to Rule 424(b)(4) Registration No. 333-210669 PROSPECTUS Up to 1,818,182 Shares Common Stock Long Island Iced Tea Corp. This is a public offering of up to 1,818,182 shares of common stock of Long Island Iced Tea Corp. There is no minimum number of shares we must sell and we may close on the sale of any or all of the shares offered hereby. Currently, our common stock is quoted on the |
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| July 14, 2016 |
LONG ISLAND ICED TEA CORP. 116 Charlotte Avenue Hicksville, New York 11801 July 14, 2016 VIA EDGAR Mr. John Reynolds Assistant Directors Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: Long Island Iced Tea Corp. (the "Company") Registration Statement on Form S-1 originally filed April 8, 2016 (File No. 333-210669) ( the "Registration Statement") Dear Mr. Reynolds: |
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| July 13, 2016 |
As filed with the Securities and Exchange Commission on July 13, 2016. Registration No. 333-210669 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 6 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 2080 47-2624098 (State or Other Jurisdiction of Incorp |
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| July 12, 2016 |
Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101 (212) 818-8800 facsimile direct dial number (212) 818-8881 (212) 818-8638 email address [email protected] VIA EDGAR John Reynolds Assistant Director Office of Beverages, Apparel and Mining Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re: Long I |
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| July 8, 2016 |
Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101 (212) 818-8800 facsimile direct dial number (212) 818-8881 (212) 818-8638 email address [email protected] VIA EDGAR John Reynolds Assistant Director Office of Beverages, Apparel and Mining Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re: Long I |
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| July 6, 2016 |
Graubard Miller The Chrysler Building 405 Lexington Avenue New York, N.Y. 10174-1101 (212) 818-8800 facsimile direct dial number (212) 818-8881 (212) 818-8638 email address [email protected] July 6, 2016 VIA EDGAR John Reynolds Assistant Director Office of Beverages, Apparel and Mining Division of Corporation Finance U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 205 |
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| June 27, 2016 |
As filed with the Securities and Exchange Commission on June 27, 2016. Registration No. 333-210669 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 5 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 2080 47-2624098 (State or Other Jurisdiction of Incorp |
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| June 23, 2016 |
LONG ISLAND ICED TEA CORP. 116 Charlotte Avenue Hicksville, New York 11801 June 23, 2016 VIA EDGAR Mr. John Reynolds Assistant Directors Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: Long Island Iced Tea Corp. (the "Company") Registration Statement on Form S-1 originally filed April 8, 2016 (File No. 333-210669) (the "Registration Statement") Dear Mr. Reynolds: R |
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| June 22, 2016 |
As filed with the Securities and Exchange Commission on June 21, 2016. Registration No. 333-210669 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 2080 47-2624098 (State or Other Jurisdiction of Incorp |
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| June 20, 2016 |
U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 47-2624098 (State of Incorporation or Organization) (I.R.S. Employer Identification No.) 116 Charlotte Avenue Hic |
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| June 20, 2016 |
LONG ISLAND ICED TEA CORP. 116 Charlotte Avenue Hicksville, New York 11801 June 20, 2016 VIA EDGAR Mr. John Reynolds Assistant Directors Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 RE: Long Island Iced Tea Corp. (the "Company") Registration Statement on Form S-1 originally filed April 8, 2016 (File No. 333-210669) ( the "Registration Statement") Dear Mr. Reynolds: |
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| June 16, 2016 |
Exhibit 10.25 EMPLOYMENT AGREEMENT AGREEMENT dated as of [?] (?Commencement Date?) between JULIAN DAVIDSON, residing at (?Executive?), and Long Island Iced Tea Corp., a Delaware corporation having its principal office at 116 Charlotte Avenue, Hicksville, NY 11801 (?Company?); WHEREAS, the Company has appointed Executive as Executive Chairman of the Company and desires to enter into an employment a |
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| June 16, 2016 |
As filed with the Securities and Exchange Commission on June 16, 2016. Registration No. 333-210669 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 2080 47-2624098 (State or Other Jurisdiction of Incorp |
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| June 16, 2016 |
Exhibit 10.26 EMPLOYMENT AGREEMENT AGREEMENT (this ?Agreement?) dated as of June 1, 2016 (the ?Commencement Date?), between RICHARD B. ALLEN, residing at the address on file with the Company (?Executive?), and Long Island Iced Tea Corp., a Delaware corporation having its principal office at 116 Charlotte Avenue, Hicksville, NY 11801 (?Company?); WHEREAS, the Company desires to enter into an employ |
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| June 16, 2016 |
Long Island Iced Tea Corp. 116 Charlotte Avenue Hicksville, New York 11801 June 17, 2015 Exhibit 10.24 Long Island Iced Tea Corp. 116 Charlotte Avenue Hicksville, New York 11801 June 17, 2015 Mr. Julian Davidson 27 Ronald Road, Mission Bay Auckland New Zealand Mr. Davidson: This will confirm the terms and conditions of the consulting agreement (this ?Agreement?) between Long Island Iced Tea Corp. (the ?Company?) and Julian Davidson (the ?Consultant?): 1. Services. Commencing on the da |
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| June 10, 2016 |
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): June 6, 2016 Long Island Iced Tea Corp. (Exact Name of Registrant as Specified in Charter) Delaware 000-55448 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| June 10, 2016 |
Exhibit 99.1 Long Island Iced Tea Corp. Appoints Industry Veterans, Increases Leadership Capability - Julian Davidson appointed as Executive Chairman of the Board of Directors- - Richard Allen appointed as Chief Financial Officer - Hicksville, NY (June 7, 2016) ? Long Island Iced Tea Corp. (OTCQB: LTEA) (the ?Company?), a growth-oriented company focused on the ready-to-drink (?RTD?) tea segment in |
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| June 9, 2016 |
As filed with the Securities and Exchange Commission on June 9, 2016. Registration No. 333-210669 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 2080 47-2624098 (State or Other Jurisdiction of Incorpo |
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| May 20, 2016 |
LBCC / Long Blockchain Corp. / Bass Properties, LLC - SC 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (Amendment No. 1)* LONG ISLAND ICED TEA CORP. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 54267E 104 (CUSIP Number) May 19, 2016 (Date |
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| May 19, 2016 |
As filed with the Securities and Exchange Commission on May 19, 2016. Registration No. 333-210669 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LONG ISLAND ICED TEA CORP. (Exact Name of Registrant as Specified in Its Charter) Delaware 2080 47-2624098 (State or Other Jurisdiction of Incorpo |
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| May 19, 2016 |
LBCC / Long Blockchain Corp. / Ivory Castle Ltd - SC 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 1) LONG ISLAND ICED TEA CORP. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 54267E 104 (CUSIP Number) Eric T. Schwartz Graubard |
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| May 10, 2016 |
Long Island Iced Tea® Becomes a Registered Trademark of Long Island Iced Tea Corp. Exhibit 99.1 Long Island Iced Tea? Becomes a Registered Trademark of Long Island Iced Tea Corp. Hicksville, NY (May 10, 2016) ? Long Island Iced Tea Corp. (OTCQB: LTEA) (the ?Company?), a growth-oriented company focused on the ready-to-drink (?RTD?) tea segment in the beverage industry, today announced the company was issued US Trademark Reg. No. 4,943,056 for Long Island Iced Tea? on the Suppleme |
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| May 10, 2016 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): May 10, 2016 Long Island Iced Tea Corp. (Exact Name of Registrant as Specified in Charter) Delaware 000-55448 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission Fil |
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| May 9, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 9, 2016 Long Island Iced Tea Corp. (Exact Name of Registrant as Specified in Charter) Delaware 000-55448 47-2624098 (State or Other Jurisdiction of Incorporation) (Commission File |
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| May 9, 2016 |
Exhibit 99.1 Long Island Iced Tea Corp. Announces 2016 First Quarter Results First Quarter Net Sales Increase 92% Compared to Prior Year Hicksville, NY (May 9, 2016) ? Long Island Iced Tea Corp. (OTCQB: LTEA) (the ?Company?), a growth-oriented company focused on the ready-to-drink tea segment in the beverage industry, today reported results for the first quarter ended March 31, 2016. For the first |
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| May 9, 2016 |
COMMON STOCK PURCHASE WARRANT Long Island Iced Tea Corp. Exhibit 10.6 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| May 9, 2016 |
Long Island Iced Tea FORM 10-Q (Quarterly Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) x Quarterly report under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2016 or ? Transition report under Section 13 or 15(d) of the Exchange Act of 1934 For the transition period from to Commission File Number 000-55448 Long Island Iced Tea Corp. (Exact |
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| May 9, 2016 |
Exhibit 10.8 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
