Venu Holding Corporation Enters into Series A Preferred Stock Purchase Agreement with FL101, Inc. and Closes on Acquisition of McKinney Tract – 8-K Filing Reveals

Venu Holding Corporation (NYSEAMERICAN: VENU) unveiled the details of its recent activities in a Form 8-K filing with the Securities and Exchange Commission. On January 13, 2025, the company entered into a Series A Preferred Stock Purchase Agreement (SPA) with FL101, Inc., also known as EIGHT Brewing. As part of this agreement, Venu Holding Corporation acquired 1,487,099 shares of FL101’s preferred stock in exchange for a total payment of $1,999,999.45. The preferred stock issued under the SPA includes specific rights such as a liquidation preference, protective provisions, anti-dilution protections, and conversion rights for the shareholders.

Additionally, in connection with this stock purchase, Venu Holding Corporation also signed the Amended and Restated Shareholders’ Agreement of FL101. This agreement outlines governance matters, rights, and restrictions applicable to the purchasers of FL101’s Preferred Stock. Some of these include provisions regarding share transfers, rights of first refusal on potential stock sales, tag-along and drag-along rights, participation in future offerings, and information and inspection rights.

Moreover, the company finalized the purchase of a 46-acre tract of land, the McKinney Tract, in McKinney, Texas on January 14, 2025. This acquisition marks the location where Venu Holding Corporation will develop The Sunset Amphitheater, also known as The Sunset McKinney. The total purchase price of the McKinney Tract was $35,000,000, with $10,000,000 paid in cash and $25,000,000 represented by a secured promissory note to the seller. The note is secured by a Deed of Trust on the McKinney Tract and is personally guaranteed by the Chairman of Venu Holding Corporation and a third-party shareholder. The company’s obligations under this note will be released upon meeting certain occupancy deadlines.

Construction of The Sunset McKinney is expected to commence in February 2025, with the amphitheater anticipated to be concert-ready by the second quarter of 2026. Additional information on the McKinney Agreement and the development plans for The Sunset McKinney can be found in the company’s previous filings with the Securities and Exchange Commission.

The Form 8-K filing also confirms that Venu Holding Corporation, classified as an emerging growth company, does not intend to use the extended transition period for adhering to new or revised financial accounting standards. Details from the filing reveal the company’s proactive approach to expanding its portfolio and developing key infrastructures as part of its strategic growth initiatives.

This information paves the way for potential advancements and growth opportunities for Venu Holding Corporation in the near future. Interested parties can refer to the complete Form 8-K filing for a comprehensive overview of these recent developments.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Venu’s 8K filing here.

Venu Company Profile

Venu Holding Corporation is a premier hospitality and live music company dedicated to crafting luxury, experience-driven entertainment destinations. Venu Holding Corporation is based in COLORADO SPRINGS, Colo.