Edible Garden AG Incorporated filed a Form 8-K on October 30, 2026, disclosing the completed acquisition of a ready-to-drink manufacturing facility in Webster City, Hamilton County, Iowa, for an aggregate purchase price of $6,325,000.

Key Highlights

  • Acquisition closed October 30, 2026: The company completed its purchase of real and personal property in Hamilton County, Iowa, from Iowa Shrimp Holdings, LLC.
  • Aggregate purchase price of $6,325,000: The total consideration consisted of preferred stock valued at $2,500,000 and a secured promissory note of $3,825,000.
  • Secured promissory note: The note bears interest at 8% per annum, compounded daily, and matures five years after the date of issuance.
  • 1,000 shares of Series B Preferred Stock issued at closing: These shares were issued to Streeterville Capital, LLC and assigned an agreed value of $1,000,000.
  • Prior preferred stock issuance: 1,500 shares of Series B Preferred Stock, assigned an agreed value of $1,500,000, were previously issued to Streeterville on September 30, 2026.
  • Property held by subsidiary: The property was conveyed to Edible Garden Prairie Hills LLC, a Delaware limited liability company and wholly owned subsidiary of the company.
  • Unregistered equity issuance: The closing shares were issued in a private transaction relying on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, with no underwriting discounts or commissions paid.

Edible Garden Closes Iowa Manufacturing Facility Purchase, Issues Note and Preferred Shares

According to the filing, Edible Garden AG Incorporated (NASDAQ:EDBL) entered into a Real Estate Purchase Contract with Iowa Shrimp Holdings, LLC on September 30, 2026, covering real and personal property in Webster City, Hamilton County, Iowa. The property includes buildings, improvements, fixtures, equipment, contracts, permits, and other associated property rights. The company disclosed that the property is being developed as its Prairie Hills ready-to-drink manufacturing facility.

The filing states that at closing, the property was conveyed to Edible Garden Prairie Hills LLC, a Delaware limited liability company and wholly owned subsidiary of the company. To fund the acquisition, the company issued to Streeterville Capital, LLC, at the direction of the seller, 1,000 shares of Series B Preferred Stock assigned an agreed value of $1,000,000, and a secured promissory note in the original principal amount of $3,825,000. The note matures five years after issuance and bears interest at 8% per annum, compounded daily. The company's obligations under the note are secured by a real estate mortgage on the property granted by Prairie Hills in favor of Streeterville.

The filing further discloses that 1,500 shares of Series B Preferred Stock, assigned an agreed value of $1,500,000, had been previously issued to Streeterville on September 30, 2026. Combined with the closing consideration, the aggregate purchase price for the property was reported as $6,325,000. The 1,000 shares issued at closing were described as having been issued in a private transaction in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, with no underwriting discounts or commissions paid.

What Was Disclosed

Edible Garden AG Incorporated reported the October 30, 2026 closing of its acquisition of an Iowa manufacturing facility for $6,325,000, funded through a $3,825,000 secured promissory note and 2,500 total shares of Series B Preferred Stock issued to Streeterville Capital, LLC.