Item 5. Other Information
Item 5.
Other Information
None.
16
Item 6.
Exhibits
Exhibit Number
Description
(3)
Articles of Incorporation
and Bylaws
3.1
Articles of Incorporation (incorporated by
reference from our Form S-1 Registration Statement, filed on October 28,
2011)
3.2
Certificate of Change
(incorporated by reference from our Quarterly Report on Form 10-Q, filed
on August 13, 2013)
3.3
Articles of Merger (incorporated by reference
from our Quarterly Report on Form 10-Q, filed on August 13, 2013)
3.4
Certificate of Amendment to
Articles of Incorporation (incorporated by reference from our Current
Report on Form 8-K, filed on October 11, 2013)
3.5
Certificate of Designation (incorporated by
reference from our Current Report on Form 8-K, filed on October 11, 2013)
3.6
Certificate of Designation
(incorporated by reference from our Current Report on Form 8-K, filed on
November 12, 2013)
3.7
Certificate of Change (incorporated by
reference from our Current Report on Form 8-K, filed on December 30, 2015)
3.8
Certificate of Amendment to
Articles of Incorporation (incorporated by reference from our Current
Report on Form 8-K, filed on January 25, 2016)
3.9
Certificate of Amendment to Certificate of
Designation (incorporated by reference from our Current Report on Form
8-K, filed on January 25, 2016)
3.10
Certificate of Designation
(incorporated by reference from our Current Report on Form 8-K, filed on
April 5, 2016)
3.11
Certificate of Withdrawal of Certificate of
Designation (incorporated by reference from our Current Report on Form
8-K, filed on April 4, 2017)
3.12
Certificate of Designation
(incorporated by reference from our Current Report on Form 8-K, filed on
May 4, 2017)
3.13
Certificate of Amendment to Certificate of
Designation (incorporated by reference from our Current Report on Form
8-K, filed on November 6, 2017)
3.14
Certificate of Withdrawal of
Certificate of Designation (incorporated by reference from our Quarterly
Report on Form 10-Q, filed on November 20, 2017)
3.15
Amended and Restated Bylaws (incorporated by
reference from our Current Report on Form 8- K, filed on March 15, 2013)
(10)
Material Contracts
10.1
Contract Packer Agreement dated November 14,
2012 between Alkaline 84, LLC and AZ Bottled Water, LLC (incorporated by
reference from our Current Report on Form 8-K, filed on June 5, 2013)
10.2
Contract Packer Agreement dated October 7, 2013 with White Water, LLC
(incorporated by reference from our Quarterly Report on Form 10-Q, filed on
November 13, 2013)
10.3
Manufacturing Agreement dated August 15, 2013
with Water Engineering Solutions, LLC (incorporated by reference from our
Registration Statement on Form S-1, filed on November 27, 2013)
10.4
Equipment Lease Agreement dated
January 17, 2014 (incorporated by reference from our Current Report on
Form 8-K, filed on January 27, 2014)
10.5
Revolving Accounts Receivable Funding Agreement
dated February 20, 2014 (incorporated by reference from our Current Report
on Form 8-K, filed on February 25, 2014)
10.6
Form of Securities Purchase Agreement dated as of April
28, 2014, between The Alkaline Water Company Inc. and the purchasers named
therein (incorporated by reference from our Current Report on Form 8-K,
filed on May 6, 2014)
17
Exhibit Number
Description
10.7
Form of Common Stock Purchase
Warrant (incorporated by reference from our Current Report on Form 8-K,
filed on May 6, 2014)
10.8
Form of Placement Agent Common Stock Purchase
Warrant (incorporated by reference from our Current Report on Form 8-K,
filed on May 6, 2014)
10.9
Amendment #1 dated February 12,
2014 to Equipment Lease Agreement (incorporated by reference from our
Quarterly Report on Form 10-Q, filed on August 13, 2014)
10.10
Equipment Sale/Lease Back Agreement dated April
2, 2014 (incorporated by reference from our Quarterly Report on Form 10-Q,
filed on August 13, 2014)
10.11
Agreement dated August 12, 2014
with H.C. Wainwright & Co., LLC (incorporated by reference from our
Current Report on Form 8-K, filed on August 21, 2014)
10.12
Form of Warrant Amendment Agreement
(incorporated by reference from our Current Report on Form 8-K, filed on
August 21, 2014)
10.13
Form of Common Stock Purchase
Warrant (incorporated by reference from our Current Report on Form 8-K,
filed on August 21, 2014)
10.14
Form of Warrant Amendment Agreement
(incorporated by reference from our Current Report on Form 8-K, filed on
October 9, 2014)
10.15
Form of Common Stock Purchase
Warrant (incorporated by reference from our Current Report on Form 8-K,
filed on October 9, 2014)
10.16
Master Lease Agreement dated October 28, 2014
with Veterans Capital Fund, LLC (incorporated by reference from our
Current Report on Form 8-K, filed on November 4, 2014)
10.17
Warrant Agreement dated October
28, 2014 with Veterans Capital Fund, LLC (incorporated by reference from
our Current Report on Form 8-K, filed on November 4, 2014)
10.18
Registration Rights Agreement dated October 28,
2014 with Veterans Capital Fund, LLC (incorporated by reference from our
Current Report on Form 8-K, filed on November 4, 2014)
10.19
Form of Amending Agreement to
Stock Option Agreement (incorporated by reference from our Current Report
on Form 8-K, filed on November 4, 2014)
10.20
Securities Purchase Agreement dated as of May
11, 2015 with Assurance Funding Solutions LLC (incorporated by reference
from our Annual Report on Form 10-K, filed on July 14, 2015)
10.21
Secured Term Note dated May
2015 issued to Assurance Funding Solutions LLC (incorporated by reference
from our Annual Report on Form 10-K, filed on July 14, 2015)
10.22
General Security Agreement dated as of May 11,
2015 with Assurance Funding Solutions LLC (incorporated by reference from
our Annual Report on Form 10-K, filed on July 14, 2015)
10.23
Securities Purchase Agreement
dated as of August 20, 2015 with Assurance Funding Solutions LLC
(incorporated by reference from our Quarterly Report on Form 10-Q, filed
on November 23, 2015)
10.24
Secured Term Note dated August 20, 2015 issued
to Assurance Funding Solutions LLC (incorporated by reference from our
Quarterly Report on Form 10-Q, filed on November 23, 2015)
10.25
General Security Agreement
dated as of August 20, 2015 with Assurance Funding Solutions LLC
(incorporated by reference from our Quarterly Report on Form 10-Q, filed
on November 23, 2015)
10.26
Loan Agreement dated November 30, 2015 with
Neil Rogers (incorporated by reference from our Current Report on Form
8-K, filed on December 4, 2015)
10.27
Promissory Note dated November
30, 2015 issued to Neil Rogers (incorporated by reference from our Current
Report on Form 8-K, filed on December 4, 2015)
10.28
Escrow Agreement dated November 30, 2015 with
Neil Rogers and Escrow Agent (incorporated by reference from our Current
Report on Form 8-K, filed on December 4, 2015)
18
Exhibit Number
Description
10.29
2013 Equity Incentive Plan
(incorporated by reference from our Current Report on Form 8-K, filed on
January 25, 2016)
10.30
Loan Agreement dated January 25, 2016 with
Turnstone Capital Inc. (incorporated by reference from our Current Report
on Form 8-K, filed on January 25, 2016)
10.31
Promissory Note dated January
25, 2016 issued to Turnstone Capital Inc. (incorporated by reference from
our Current Report on Form 8-K, filed on January 25, 2016)
10.32
Escrow Agreement dated January 25, 2016 with
Turnstone Capital Inc. and Escrow Agent (incorporated by reference from
our Current Report on Form 8-K, filed on January 25, 2016)
10.33
Amendment Agreement dated
January 25, 2016 with Neil Rogers (incorporated by reference from our
Current Report on Form 8-K, filed on January 25, 2016)
10.34
Employment Agreement dated effective March 1,
2016 with Steven P. Nickolas (incorporated by reference from our Current
Report on Form 8-K, filed on April 5, 2016)
10.35
Employment Agreement dated
effective March 1, 2016 with Richard A. Wright (incorporated by reference
from our Current Report on Form 8-K, filed on April 5, 2016)
10.36
Form of Promissory Note and Warrant Exchange
Agreement (incorporated by reference from our Current Report on Form 8-K,
filed on June 16, 2016)
10.37
Loan Facility Agreement dated
September 20, 2016 with Turnstone Capital Inc. (incorporated by reference
from our Current Report on Form 8-K, filed on September 22, 2016)
10.38
Credit and Security Agreement dated February 1,
2017 with SCM Specialty Finance Opportunities Fund, L.P. (incorporated by
reference from our Current Report on Form 8-K, filed on February 7, 2017)
10.39
Payoff Agreement dated February
1, 2017 with Gibraltar Business Capital, LLC (incorporated by reference
from our Current Report on Form 8-K, filed on February 7, 2017)
10.40
Form of Stock Option Agreement (incorporated by
reference from our Current Report on Form 8-K, filed on May 4, 2017)
10.41
Settlement Agreement and Mutual Release of Claims dated
October 31, 2017 with Steven P. Nickolas, Nickolas Family Trust, Water
Engineering Solutions, LLC, Enhanced Beverages, LLC, McDowell 78, LLC and
Wright Investments Group, LLC (incorporated by reference from our Current
Report on Form 8-K, filed on November 6, 2017)
10.42
Exchange Agreement and Mutual Release of Claims
dated November 8, 2017 with Ricky Wright (incorporated by reference from
our Current Report on Form 8-K, filed on November 14, 2017)
10.43
Stock Option Forfeiture &
General Release dated November 8, 2017 by Ricky Wright and Sharon Wright
(incorporated by reference from our Current Report on Form 8-K, filed on
November 14, 2017)
10.44
Form of Warrant Amendment Agreement
(incorporated by reference from our Current Report on Form 8-K, filed on
February 22, 2018)
10.45
Form of Common Stock Purchase
Warrant (incorporated by reference from our Current Report on Form 8-K,
filed on March 5, 2018)
10.46
2018 Stock Option Plan (incorporated by
reference from our Current Report on Form 8-K, filed on April 25, 2018)
10.47
Form of Subscription Agreement
(incorporated by reference from our Current Report on Form 8-K filed on
May 31, 2018)
(31)
Rule 13a-14 Certifications
31.1*
Certification of Principal
Executive Officer Pursuant to Section 302 of the Sarbanes Oxley Act of
2002
31.2*
Certification of Principal Financial Officer
Pursuant to Section 302 of the Sarbanes Oxley Act of 2002
19
Exhibit Number
Description
(32)
Section 1350 Certifications
32.1*
Certification of Principal
Executive Officer Pursuant to Section 906 of the Sarbanes Oxley Act of
2002
32.2*
Certification of Principal Financial Officer
Pursuant to Section 906 of the Sarbanes Oxley Act of 2002
(101)
Interactive Data File
101.INS*
XBRL Instance Document
101.SCH*
XBRL Taxonomy Extension Schema
101.CAL*
XBRL Taxonomy Extension Calculation Linkbase
101.DEF*
XBRL Taxonomy Extension
Definition Linkbase
101.LAB*
XBRL Taxonomy Extension Label Linkbase
101.PRE*
XBRL Taxonomy Extension
Presentation Linkbase
*Filed herewith.
20
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, thereunto duly authorized.
THE ALKALINE WATER COMPANY
INC.
Date: August 14, 2018
By:
/s/
Richard A. Wright
Richard A. Wright
President and Chief Executive Officer
(Principal Executive Officer)
Date: August 14, 2018
By:
/s/
David A. Guarino
David A. Guarino
Chief Financial Officer and Treasurer
(Principal Financial Officer and Principal
Accounting Officer
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.