Attached files
| file | filename |
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| EX-10 - MATERIAL CONTRACTS - INFINITE GROUP INC | exhibit103.htm |
| EX-10 - MATERIAL CONTRACTS - INFINITE GROUP INC | exhibit102.htm |
| EX-10 - MATERIAL CONTRACTS - INFINITE GROUP INC | exhibit101.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): August 24,
2020
INFINITE GROUP, INC.
(Exact
name of Registrant as specified in its charter)
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Delaware
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0-21816
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52-1490422
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(State
or other jurisdictionof incorporation)
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(Commission
File Number)
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(I.R.S.
EmployerIdentification No.)
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175
Sully’s Trail, Suite 202
Pittsford, New York 14534
(Address
of principal executive offices and Zip Code)
Registrant's
telephone number, including area code:
(585) 385-0610
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(Former
name or former address, if changed since last report)
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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:
o Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to
Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Section 1 – Registrant’s Business and
Operations
Item 1.01. Entry into a Material
Definitive Agreement
On
August 31, 2020, Infinite Group, Inc. (“IGI” or the
“Company”) finalized a Consolidation and Modification
Agreement (“CAMA”) with Dr. Allan Robbins
(“Lender”). The CAMA was approved by the Board of
Directors (the “Board”). The information required by
this item is stated in Item 2.03, Item 3.02 and Item 8.01, which
are incorporated herein by reference.
Section 2 – Financial Information
Item 2.03. Creation of a Direct
Financial Obligation or an Obligation Under an
Off-Balance
Sheet Arrangement of Registrant
As of
August 24, 2020, in connection with the CAMA, the Company entered
into a Promissory Note agreement dated August 24, 2020 (the
“Note”) with the Lender. The Note represents the
negotiated amount owed due to the Lender after a payment in the
amount of $550,000 was made to settle previous notes
(“Previous Notes”) held by the Lender. The principal
amount of the new Note is $166,473. The Note will mature in 48
months from the date of the Note. The interest rate on the Note is
fixed at 6.00% and the interest only payments are due bi-annually.
In consideration of the mutual covenants set forth in the CAMA, IGI
issued the Lender an option to purchase 500,000 shares of its
common stock at an exercise price of $.05, all of which were vested
immediately.
The
foregoing summary of the CAMA and the Note are qualified in their
entirety by reference to the CAMA and the Note which are attached
as Exhibit 10.1 and 10.2 respectively hereto.
Section 3 – Securities and Trading Markets
Item 3.02. Unregistered Sales of
Equity Securities
On
August 24, 2020, in connection with the CAMA, the Company issued
the Lender an option to purchase a total of 500,000 common shares
of the Company’s common stock at an exercise price of $.05
per share. The option vested immediately and shall expire on August
24, 2024.
The
foregoing summary of the Stock Option Agreement is qualified in its
entirety by reference to the Stock Option Agreement which is
attached as Exhibit 10.3 hereto.
Item 8.01. Other
Events
On
August 31, 2020, in connection with the CAMA, the Company made a
payment of $550,000 to the Lender to settle Previous Notes with the
Lender. These Previous Notes included conversion rights into common
stock of IGI in the amount of 11,677,594 shares. All rights under
the Previous Notes have been fully released as of the date of the
CAMA.
Section 9 – Financial
Statements and Exhibits
Item 9.01. Financial Statements and
Exhibits
(d)
Exhibits
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Exhibit
Number
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Description
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* * * *
* *
SIGNATURE
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.
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Date: September 3, 2020
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INFINITE GROUP, INC.
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By:
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/s/ James Villa
James
Villa
President and Chief Executive Officer
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