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. |
The disclosure contained in Item 2.03 is incorporated by reference in this Item 1.01.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement or a Registrant. |
On June 1, 2023, Banyan Acquisition Corporation (the “Company”) issued unsecured promissory notes (the “Notes”) to the Company’s chairman, Jerry Hyman and to the Company’s chief executive officer, Keith Jaffee. Each of the Notes is in the total principal amount of up to $1,000,000 and each of Jerry Hyman and Keith Jaffee have funded an initial principal amount of $100,000. The proceeds of the Notes, which may be drawn down from time to time until the Company consummates its initial business combination, will be used as general working capital purposes.
The Notes do not bear interest and mature upon closing of the Company’s initial business combination. In the event that the Company does not consummate a business combination, the Notes will be repaid only from amounts remaining outside of the Company’s trust account, if any. Up to $750,000 of the total principal amount of each Note may be converted, in whole or in part, at the option of the lender into warrants of the Company at a price of $1.00 per warrant, which warrants will be identical to the private placement warrants issued to Banyan Acquisition Sponsor LLC, the Company’s sponsor, at the time of the initial public offering of the Company.
The foregoing description of the Notes is qualified in its entirety by reference to the full text of the Notes, which are incorporated by reference herein and filed herewith as Exhibit 10.1 and 10.2.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits:
| Exhibit No. |
Description | ||
| 10.1 | Promissory Note, dated June 1, 2023, issued by Banyan Acquisition Corporation to Jerry Hyman | ||
| 10.2 | Promissory Note, dated June 1, 2023, issued by Banyan Acquisition Corporation to Keith Jaffee | ||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||
SIGNATURES
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.
| Banyan Acquisition Corporation | |
| Dated: June 5, 2023 | /s/ Keith Jaffee |
| Keith Jaffee | |
| Chief Executive Officer |