Attached files
| file | filename |
|---|---|
| EX-10.2 - NINTH AMENDMENT TO 2007 CONVERTIBLE NOTES - MobileSmith, Inc. | most_amednment2007notes.htm |
| EX-10.1 - AMENDMENT NO. 3 TO 2014 CONVERTIBLE NOTES - MobileSmith, Inc. | most_amendment2014notes.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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):
October 30, 2018 (October 24, 2018)
MOBILESMITH,
INC.
(Exact Name of
Registrant as Specified in Its Charter)
Delaware
(State or Other
Jurisdiction of Incorporation)
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001-32634
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95-4439334
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(Commission File
Number)
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(IRS Employer
Identification No.)
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5400
Trinity Road, Suite 208
Raleigh,
North Carolina
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27607
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(Address of
Principal Executive Offices)
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(Zip
Code)
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(855) 516-2413
(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:
|
☐
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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)
|
|
☐
|
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 Entry into a Material Definitive Agreement.
On October 24,
2018, MobileSmith, Inc. (the “Company”) entered into
the Amendment No. 3 (the “Third Amendment”) to
Convertible Subordinated
Promissory Notes (the “2014 Notes”) issued by the
Company pursuant to that certain Convertible Secured Subordinated
Note Purchase Agreement, dated December 11, 2014 and amended on May
25, 2018,
with the holders of requisite percentage of the aggregate
outstanding principal amount of the 2014 Notes. The Third Amendment
decreases the frequency of interest payments under the 2014 Notes
from once per quarter to twice per year in January and July with
the final installment payable on the maturity date of the 2014
Notes.
In addition, on
October 24, 2018 the Company entered into the Ninth Amendment (the
“Ninth Amendment”) to Convertible Secured Subordinated
Promissory Notes (the “2007 Notes”) issued by the
Company pursuant to that certain Convertible Secured Subordinated
Note Purchase Agreement, dated November 14, 2007, with the holders
of requisite percentage of the aggregate outstanding principal amount of the 2007
Notes. The Ninth Amendment decreases the frequency of interest
payments under the 2007 Notes from once per quarter to twice per
year in January and July with the final installment payable on the
maturity date of the 2007 Notes.
Except as set forth
above, all of the terms of the 2014 Notes and 2007 Notes continue
in full force and effect.
The
Third Amendment and the Ninth Amendment are filed as Exhibits 10.1
and 10.2, respectively, to this Current Report on Form 8-K and are
incorporated by reference herein.
Item 9.01 Financial Statements and
Exhibits.
(d) Exhibits
10.1 Amendment No. 3 to Convertible Subordinated
Promissory Notes issued by the Company from time to time pursuant
to that certain Convertible Subordinated Note Purchase Agreement,
dated December 11, 2014, by
and among MobileSmith, Inc. and Union Bancaire Privee.
10.2
Ninth Amendment to Convertible Secured Subordinated Promissory
Notes issued by the Company from time to time pursuant to that
certain Convertible Secured Subordinated Note Purchase Agreement,
dated November 14, 2007, by and among MobileSmith, Inc., Grasford
Investments LTD. and Union Bancaire
Privee.
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.
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Date: October
30, 2018
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By:
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/s/ Gleb
Mikhailov
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Name:
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Gleb
Mikhailov
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Title:
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Chief Financial
Officer
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