UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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Item 1.01 Entry into a Material Definitive Agreement.
On June 30, 2025, Hall of Fame Resort & Entertainment Company, a Delaware corporation (the “Company”) and the Stark Community Foundation, Inc., an Ohio not-for-profit corporation (“SCF Lender”) entered into a First Amendment to Business Loan Agreement (“First Amendment”) and Amended and Restated Promissory Note (“A&R Note”).
Pursuant to the First Amendment and A&R Note, which modify the original instruments dated June 11, 2024, the parties agreed to extend the maturity date from June 30, 2025 to December 31, 2025. As previously disclosed, the other key terms remain unchanged – specifically (i) the interest rate remains at six percent (6%) per annum and upon an Event of Default, the interest shall equal the interest rate in effect pursuant to the provisions of the original note, plus five percent (5%) per annum; and (ii) with respect to repayment, the entire outstanding principal balance, all accrued interest and all other amounts that may be due and owing to SCF Lender shall be due upon maturity.
The foregoing description of the First Amendment and A&R Note do not purport to be complete and are qualified in their entirety by the full text of both the First Amendment, attached hereto as Exhibit 10.1, and the A&R Note, attached hereto as Exhibit 10.2, to this Current Report on Form 8-K.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth above under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Document | |
| 10.1 | First Amendment to Business Loan Agreement, dated June 30, 2025, between Hall of Fame Resort & Entertainment Company, as borrower and Stark Community Foundation, as lender | |
| 10.2 | Amended and Restated Promissory Note, dated June 30, 2025, between Hall of Fame Resort & Entertainment Company, as borrower and Stark Community Foundation, as lender | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HALL OF FAME RESORT & ENTERTAINMENT COMPANY | |||
| By: | /s/ Lisa Gould | ||
| Name: | Lisa Gould | ||
| Title: | Interim Principal Executive Officer | ||
| Dated: July 7, 2025 | |||
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