Attached files
| file | filename |
|---|---|
| EX-10.30 - INFINITY ENERGY RESOURCES, INC | ex10-30.htm |
| EX-10.31 - INFINITY ENERGY RESOURCES, INC | ex10-31.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): February 13, 2013
INFINITY ENERGY RESOURCES, INC.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 0-17204 | 20-3126427 | ||
(State or other Jurisdiction of Incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
11900 College Blvd, Suite 310, Overland Park, KS 66210
(Address of Principal Executive Offices) (Zip Code)
(913) 948-9512
(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:
| [ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 2.03 | CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT. |
On February 13, 2013, Infinity Energy Resources, Inc. (the “Company”) borrowed $250,000 under an unsecured credit facility with a private, third-party lender. The loan is represented by a promissory note (the “Note”), bears interest at the rate of 8% per annum and is payable interest and principal in full 60 days from the date of issuance. It may be prepaid without penalty at any time. The Note is subordinated to all existing and future senior indebtedness, as such terms are defined in the Note.
The Company is using the loan proceeds for its Nicaraguan Concessions and for working capital.
In connection with its loan, the Company granted the lender a warrant (the “Warrant”) exercisable to purchase 250,000 shares of its common stock at an exercise price of $2.50 per share for a period of two years. If the Company fails to pay the note on its maturity date, the number of shares issuable under the Warrant increases to 2,500,000 and the exercise price drops to $.10 per share.
The foregoing descriptions of the Note and Warrant do not purport to be complete and are qualified in their entirety to Exhibits 10.30 and 10.31, respectively, to this report.
The information contained in this current report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 FINANCIAL STATEMENT AND EXHIBITS
(d) Exhibits
| 10.30 | 8% Subordinated Note, dated February 13, 2013 | |
| 10.31 | Common Stock Purchase Warrant (250,000 shares), dated February 13, 2013 |
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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.
Date: February 19, 2013
| INFINITY ENERGY RESOURCES, INC. | ||
| By: | /s/ Stanton E. ROSS | |
| Name: | Stanton E. Ross | |
| Title: | President and Chief Executive Officer | |
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