Attached files
| file | filename |
|---|---|
| EX-10.27 - Luvu Brands, Inc. | v201552_ex10-27.htm |
| EX-10.32 - Luvu Brands, Inc. | v201552_ex10-32.htm |
| EX-10.30 - Luvu Brands, Inc. | v201552_ex10-30.htm |
| EX-10.28 - Luvu Brands, Inc. | v201552_ex10-28.htm |
| EX-10.31 - Luvu Brands, Inc. | v201552_ex10-31.htm |
| EX-10.29 - Luvu Brands, Inc. | v201552_ex10-29.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date of
report (Date of earliest event reported): November 9, 2010 (November 4,
2010)
WES
Consulting, Inc.
(Exact
name of registrant as specified in Charter)
|
Florida
|
000-53314
|
59-3581576
|
||
|
(State
or other jurisdiction of
incorporation)
|
(Commission
File No.)
|
(IRS
Employer Identification No.)
|
2745
Bankers Industrial Drive
Atlanta,
GA 30360
(Address
of Principal Executive Offices)
(770)
246-6400
(Registrant’s
telephone number, including area code)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
|
¨
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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ITEM 1.01
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Entry
into a Material Definitive
Agreement.
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On
November 4, 2010, the Company’s wholly owned subsidiary, OneUp Innovations, Inc.
(“OneUp”), and OneUp’s wholly owned subsidiary, Foam Labs, Inc. (together with
OneUp, the “Borrower”), entered into a Credit Card Receivables Advance Agreement
with CC Funding, LLC (“Credit Cash”), a division of Credit Cash NJ, LLC, whereby
Credit Cash agreed to loan the Borrower $400,000. All obligations under the
agreement are secured by certain of the Borrower’s assets, including existing
and future credit card collections. Terms of the loan call for a repayment of
$448,000, which includes a one-time finance charge of $48,000, by May 4, 2011,
and Credit Cash will withhold a fixed amount each business day of $3,446 from
the Borrower’s credit card collections (“Fixed Daily Payment”) until full
repayment is made pursuant to a Control Account Agreement between OneUp, Credit
Cash NJ, LLC, and Signature Bank.
The loan
is guaranteed by the Company under a Corporate Guaranty, and is personally
guaranteed by the Company's CEO and controlling shareholder, Louis Friedman (the
“Friedman Guaranty), and the Company’s CFO, Ronald Scott (the “Scott
Guaranty).
The above
descriptions of the Credit Card Receivables Advance Agreement, Corporate
Guaranty, Friedman Guaranty, Scott Guaranty, and Control Account Agreement do
not purport to be complete and are qualified in each of their entirety by
reference to the full text of the aforementioned documents contained in Exhibits
10.27, 10.29, 10.30, 10.31, and 10.32, which are incorporated herein by
reference.
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Financial
Statements and Exhibits
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(d)
Exhibits
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10.27
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Credit
Card Receivables Advance Agreement between OneUp Innovations, Inc., Foam
Labs, Inc. and CC Funding, a division of Credit Cash NJ, LLC, dated
November 4, 2010.
|
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10.28
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Advance
Schedule No. 01 to Credit Card Receivables Advance Agreement between OneUp
Innovations, Inc., Foam Labs, Inc. and CC Funding, a division of Credit
Cash NJ, LLC, dated November 4, 2010.
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10.29
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Corporate
Guaranty between WES Consulting, Inc. and Credit Cash NJ, LLC, dated
November 3, 2010.
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10.30
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Guaranty
between Louis Friedman and Credit Cash NJ, LLC, dated November 3,
2010.
|
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10.31
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Guaranty
between Ronald Scott and Credit Cash NJ, LLC, dated November 3,
2010.
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10.32
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Control
Account Agreement between OneUp Innovations, Inc., Credit Cash NJ, LLC,
and Signature Bank, dated November 3,
2010.
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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.
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WES
Consulting, Inc.
(Registrant)
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||
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Date:
November 9, 2010
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By:
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/s/
Louis S. Friedman
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Louis
S. Friedman
Chief
Executive Officer and President
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