CHARGE ENTERPRISES, INC. : Entering into a Material Definitive Agreement, Creating a Direct Financial Obligation or Obligation Under an Off-Balance Sheet Registrant Arrangement, Financial Statements and Exhibits (Form 8-K)

Section 1.01 Entering into a Material Definitive Agreement.

On May 26, 2022, BW Electrical Services LLCa New Jersey limited liability company (sometimes referred to herein as “BW Electrical”), an indirect wholly-owned subsidiary of Charge Companies, Inc. (sometimes referred to herein as “Charge”, “we”, “us”, “our” or similar terms) have entered into an amendment to the Promissory Note and Loan Agreement (the “Amending Agreement”) with Provident bank.

The Amending Agreement amends the Amended and Restated Commercial Loan Agreement dated June 19, 2007and the accompanying documents referenced therein, each as amended, by and between Provident bankas the beneficiary of Team Capital Bank (the “Lender”) and BW Electrical, pursuant to which the Lender entered into an agreement $3,000,000 line of credit (the “Line of Credit”) available to BW Electrical. The line of credit is secured by a first lien on all assets of BW Electrical and by corporate guarantees of Load and Load Infrastructure Holdings, Inc., a wholly owned subsidiary of Charge. Interest is payable monthly and accrues at an annual rate equal to the the wall street journal
prime rate (4.00% at May 31, 2022). The maturity date of the line of credit is August 1, 2023. The line of credit includes customary representations and warranties, covenants and events of default for similar types of revolving lines of credit.

From May 31, 2022BW Electrical had no outstanding balance on this line of credit.

The above description is qualified in its entirety by the Commercial Loan Agreement, the Promissory Note, the Commercial Guarantee Agreement, each as amended, the Amending Agreement and the Unconditional Guarantees, which are included in the Exhibits 10.1 through 10.6, inclusive, and are incorporated by reference herein.

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

The information set forth in Section 1.01 of this Current Report on Form 8-K is incorporated herein by reference in response to this Section 2.03.

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Item 9.01 Financial statements and supporting documents.

(d) Exhibits.



Exhibit No.   Description
  10.1          Business Loan Agreement dated June 19, 2007 by and between B W
              Electrical Services LLC and Provident Bank, as amended by that
              Change in Terms Agreement dated August 20, 2015, that Change in
              Terms Agreement dated May 24, 2017, and that Change in Terms
              Agreement dated June 11, 2019.
  10.2          Promissory Note by B W Electrical Services LLC to Provident Bank,
              dated September 15, 2006.
  10.3          Commercial Security Agreement by and between B W Electrical
              Services LLC to Provident Bank, dated September 15, 2006.
  10.4          Modification of Promissory Note and Loan Agreement by and between
              B W Electrical Services LLC and Provident Bank dated May 26, 2022.
  10.5          Unconditional Guaranty of Charge Enterprises, Inc. for the benefit
              of Provident Bank dated May 26, 2022.
  10.6          Unconditional Guaranty of Charge Infrastructure Holdings, Inc. for
              the benefit of Provident Bank dated May 26, 2022.
104           Cover Page Interactive Data File (embedded within the Inline XBRL
              document).





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