1606 Corp. (CBDW) pays $312K to extend Texas property purchase closing
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
1606 Corp. entered a Second Amendment to its Purchase and Sale Agreement with Jefferson Enterprise Energy for real property and related assets in Angelina County, Texas. The amendment extends the deal’s closing date from May 22, 2026 to October 31, 2026 while keeping the total purchase price at $11,168,864.
For this extension, 1606 Corp. will pay a $312,000 Extension Fee within one business day after May 27, 2026. This consists of a $75,000 Operational Offset Amount, which is fully earned and generally non-refundable, and a $237,000 Tax Contribution to be applied to ad valorem tax litigation affecting the property, credited against the purchase price if the deal closes.
The previously paid $250,000 in earnest money remains fully earned by the seller and non-refundable. However, if the seller has not entered into a written payment plan or settlement with taxing authorities regarding the tax suit by June 12, 2026, the agreement automatically terminates and the seller must refund the entire Extension Fee to 1606 Corp.
Positive
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Negative
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8-K Event Classification
Item 1.01 — Entry into a Material Definitive Agreement
1 item
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Key Figures
Purchase price: $11,168,864
Extension Fee: $312,000
Operational Offset Amount: $75,000
+4 more
7 metrics
Purchase price
$11,168,864
Total purchase price for Angelina County, Texas property and assets
Extension Fee
$312,000
Paid for extending closing date to October 31, 2026
Operational Offset Amount
$75,000
Portion of Extension Fee, fully earned and generally non-refundable
Tax Contribution
$237,000
Applied to ad valorem tax litigation, credited to price if closing
Earnest money
$250,000
Previously paid, fully earned by seller and non-refundable
Extended closing date
October 31, 2026
New closing deadline under Second Amendment
Tax suit deadline
June 12, 2026
Date by which seller must secure payment plan or settlement
Key Terms
Material Definitive Agreement, Second Amendment to Purchase and Sale Agreement, ad valorem tax litigation, earnest money, +1 more
5 terms
Material Definitive Agreement regulatory
"Item 1.01 Entry into a Material Definitive Agreement On May 27, 2026"
A material definitive agreement is a legally binding contract that creates major, long‑term obligations or rights for a company, such as loans, asset sales, mergers, or supplier deals. Think of it like a mortgage or lease for a business: it can change future cash flow, risk and control, so investors watch these agreements closely because they can materially affect a company’s value, financial health and stock price.
Second Amendment to Purchase and Sale Agreement financial
"entered into the Second Amendment to Purchase and Sale Agreement"
ad valorem tax litigation financial
"Tax Contribution to be applied by Seller toward resolution of certain ad valorem tax litigation"
earnest money financial
"The $250,000 in earnest money previously paid by the Company"
Extension Fee financial
"the Company shall pay Seller $312,000 (the "Extension Fee")"
FAQ
What transaction did 1606 Corp. (CBDW) update in this 8-K filing?
1606 Corp. updated its Purchase and Sale Agreement for real property and related assets in Angelina County, Texas. The Second Amendment extends the closing date and adjusts consideration terms without changing the total purchase price of $11,168,864 for the transaction.
How much is the Extension Fee 1606 Corp. (CBDW) will pay the seller?
1606 Corp. will pay a total Extension Fee of $312,000. This includes a $75,000 Operational Offset Amount and a $237,000 Tax Contribution, which will be applied to ad valorem tax litigation and credited against the purchase price if closing occurs.
What happens if the tax litigation condition is not met in the 1606 Corp. (CBDW) deal?
If the seller has not entered a written payment plan or settlement with taxing authorities regarding the tax suit by June 12, 2026, the agreement automatically terminates. In that case, the seller must refund the entire $312,000 Extension Fee to 1606 Corp.
Did 1606 Corp. (CBDW) change the purchase price in the amended agreement?
The total purchase price remains unchanged at $11,168,864. While the Second Amendment extends the closing date and adds a $312,000 Extension Fee structure, it does not alter the overall agreed purchase price for the Texas property and related assets.
What is the status of the earnest money in the 1606 Corp. (CBDW) transaction?
The company previously paid $250,000 in earnest money under the First Amendment. This earnest money is described as fully earned by the seller and non-refundable, separate from the newly agreed $312,000 Extension Fee tied to the closing extension.
When did 1606 Corp. (CBDW) extend the closing date for the Texas property purchase?
On May 27, 2026, 1606 Corp. and the seller signed the Second Amendment. This amendment moves the closing date from May 22, 2026 to October 31, 2026 while keeping other core economic terms of the property purchase largely intact.