Current Report Filing (8-k)
March 06 2017 - 6:04AM
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):
March 2, 2017
Greenwood Hall, Inc.
(Exact name of registrant as specified in its
charter)
Nevada
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333-184796
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99-0376273
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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12424 Wilshire Blvd, Suite 1030, Los Angeles, California
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90025
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(Address of principal executive offices)
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(Zip Code)
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(310) 907-8300
(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):
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Written communications pursuant
to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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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 March 16, 2016, Greenwood
Hall, Inc., a Nevada corporation (the “Company”), entered into a Professional Services Agreement (the “Services
Agreement”) with Concordia University, pursuant to which the Company provided to Concordia University certain enrollment
management services, including marketing, student recruitment and retention, as well as services related to online course administration,
in exchange for monthly fees for each of the services provided.
On March 2, 2017, the Company
received an initial payment of $740,000 under the First Amendment to the Professional Services Agreement (the “Amendment”),
dated as of February 24, 2017, by and between the Company and Concordia University, pursuant to which (i) the Company ceased to
provide marketing services as of February 24, 2017; (ii) the Company ceased to provide recruitment and pre-enrollment services
as of February 28, 2017 and (iii) the Company shall cease to provide client support services as of March 23, 2017, in exchange
for an aggregate payment of $840,000, to be made in three separate installments during March 2017. Pursuant to the Amendment, the
initial term of the Services Agreement shall end as of March 31, 2017. The information contained herein is qualified in its entirety
by the full text of the Services Agreement and the Amendment, attached hereto as Exhibits 10.1 and 10.2, respectively, and incorporated
herein by reference.
Item 9.01 Financial Statements and Exhibits.
10.1
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Professional Services Agreement between Greenwood Hall, Inc. and Concordia University, dated March 16, 2016.
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10.2
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First Amendment to the Professional Services Agreement between Greenwood Hall, Inc. and Concordia University, dated February 24, 2017.
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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.
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GREENWOOD HALL, INC.
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Date: March 6, 2017
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By:
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/s/ John Hall
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Name: John Hall
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Title: Chief Executive Officer
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