Report of Foreign Issuer (6-k)
June 19 2017 - 05:06PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR
15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of
June, 2017
Commission File Number:
001-36532
SPHERE 3D CORP.
240 Matheson Blvd. East
Mississauga, Ontario,
Canada, L4Z 1X1
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will
file annual reports under cover Form 20-F or Form 40-F.
[X] Form 20-F [ ]
Form 40-F
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [ ]
Indicate by check mark if the registrant is submitting the Form
6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [ ]
Indicate by check mark whether by furnishing the information
contained in this Form, the registrant is also thereby furnishing the
information to the Commission pursuant to Rule 12g3-2(b) under the Securities
Exchange Act of 1934.
Yes [
] No [X]
If "Yes" is marked, indicate below the file number assigned to
the registrant in connection with Rule 12g3-2(b): ______________
The information contained in this Form 6-K is incorporated by
reference into, or as additional exhibits to, as applicable, the registrant's
outstanding registration statements.
Amendment Number Four to Credit Agreement and
Reaffirmation
As previously disclosed, on April 6, 2016, Overland Storage, Inc., a California
corporation (Overland) and wholly owned subsidiary of Sphere 3D Corp. (the
Company), Tandberg Data GmbH, a limited liability company organized under the
laws of Germany (Tandberg and, together with Overland, collectively the
Borrowers), and Opus Bank, a California commercial bank, as Lender (Lender),
entered into a Credit Agreement (the Credit Agreement) pursuant to which the
Lender provided the Borrowers a $10 Million revolving credit facility and
Overland $10 Million term loan facility. On April 28, 2017, the Borrowers and
Lender entered into an Amendment Number Four to Credit Agreement and
Reaffirmation (the Fourth Amendment). Under the terms of the Fourth Amendment,
among other things, in the event of a failure to retain a financial advisor with
respect to a sale of a significant portion of the Companys assets by June 10,
2017, all amounts under the Credit Agreement may be accelerated and become
immediately payable.
Amendment Number Five to Credit Agreement and
Reaffirmation
On June 10, 2017, the Borrowers and Lender entered
into an Amendment Number Five to Credit Agreement and Reaffirmation (the Fifth
Amendment). Under the terms of the Fifth Amendment, in the event of a failure
to retain a financial advisor with respect to a sale of a significant portion of
the Companys assets by June 30, 2017, all amounts under the Credit Agreement
may be accelerated and become immediately payable.
The foregoing description of the Fourth Amendment and
Fifth Amendment does not purport to be complete and is qualified in its entirety
by reference to the Fourth Amendment and the Fifth Amendment, attached hereto as
Exhibit 99.1 and Exhibit 99.2, respectively, and incorporated herein by
reference.
SUBMITTED HEREWITH
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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SPHERE 3D CORP.
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Date: June 19, 2017
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/s/
Kurt Kalbfleisch
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Name: Kurt Kalbfleisch
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Title: Chief Financial Officer
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