Current Report Filing (8-k)
January 30 2015 - 5:10PM
Edgar (US Regulatory)
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): April 26, 2013
INTERCORE,
INC.
(Exact
name of registrant as specified in its charter)
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Delaware |
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000-54012 |
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27-2506234 |
(State
or other
jurisdiction
of incorporation) |
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(Commission
File
Number) |
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(I.R.S.
Employer
Identification
No.) |
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1615
South Congress Avenue - Suite 103
Delray
Beach, FL 33445
(Address
of principal executive offices) (zip code) |
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(561)
900-3709
(Registrant’s
telephone number, including area code) |
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(Former
name or former address, if changed since last report.) |
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))
SECTION
1 – REGISTRANT’S BUSINESS AND OPERATIONS
Item 1.01 Entry into a Material Definitive Agreement
On various dates from April 26, 2013 through January 3, 2014, we borrowed an aggregate of $704,000 from FA Voight & Associates,
LP ("Lender"). These loans accrue interest at 1.0% for the first six months and 1.5% for the following months until
the amounts are repaid in full. The amounts were originally due on May 1, 2014 and the terms of the arrangement allowed that
maturity date to be extended for 90-day periods without penalty, which extensions were and continue to be granted.
In connection with the issuance of these loans, we granted to the Lender warrants to purchase 176,000 shares of our common
stock at $2.00 per share, which warrants expire on May 1, 2017, which the Lender then designated to be issued to other parties.
SECTION
3 – SECURITIES AND TRADING MARKETS
Item
3.02 Unregistered Sales of Equity Securities.
As
noted in Item 1.01 above, on various dates between April 26, 2013 and January 3, 2014, we issued warrants to purchase 176,000
shares of our common stock at $2.00 per share, which warrants expire on May 1, 2017, to parties as directed by the Lender. Based
on the representations of the Lender, the issuance of the warrants was exempt from registration pursuant to Section 4(2) of the
Securities Act of 1933, as the Lender was accredited and sophisticated, familiar with our operations, and there was no solicitation.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
Dated: January
30, 2015 |
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InterCore,
Inc. |
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a
Delaware corporation |
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/s/
James F. Groelinger |
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By: James
F. Groelinger |
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Its: Chief
Executive Officer |
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