Current Report Filing (8-k)
July 07 2017 - 4:07PM
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
July
7, 2017
(June 30, 2017)
Date
of Report (Date of earliest event reported)
DIGILITI
MONEY GROUP, INC.
(Exact
Name of Registrant as Specified in its Charter)
Delaware
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000-53925
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27-2205650
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(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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18671
Lake Drive East
dellFive
Business Park G
Minneapolis,
MN
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55317
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
(952) 698-6980
N/A
(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
[ ] Soliciting
material pursuant to Rule 14a-12 under the Exchange Act
[ ] Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
[ ] Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405)
or Rule 12b-2 of the Exchange Act (17 CFR 240.12b-2).
Emerging
growth company [X]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item
1.01 Entry into a Material Definitive Agreement.
On
June 30, 2017, James L. Davis, a director of the Company, entered into a financial lease with KLC Financial, Inc. (“KLC”)
to fund the purchase of certain licenses for the exclusive use and benefit of the Company. Pursuant to the financial lease, Mr.
Davis is obligated to pay to KLC the sum of $150,000, together with all accrued interest thereon, in six monthly installments
of $25,727 each, which includes interest and equates to an imputed interest rate of 9.9% per annum.
To
ensure that Mr. Davis is kept whole from this arrangement, on June 30, 2017 the Company entered into an unsecured promissory note
with Mr. Davis, pursuant to which the Company is obligated to pay to Mr. Davis (or at Mr. Davis’ instruction, to KLC directly)
the sum of $150,000, together with all accrued interest thereon, in six monthly installments of $25,727 each, which includes interest
and equates to an imputed interest rate of 9.9% per annum. Unless Mr. Davis directs the Company to do otherwise in writing,
the Company is required under the terms of this note to make the payments required under the note directly to KLC in satisfaction
of the Company’s obligations to Mr. Davis under the note and Mr. Davis’ obligations to KLC.
As
consideration for Mr. Davis providing such support to the Company, on June 30, 2017 the Company also issued to Mr. Davis a warrant
to purchase 47,319 shares of the Company’s common stock, subject to adjustments. The warrants issued to Mr. Davis have an
exercise price of $3.17 per share, subject to adjustments, and are exercisable for a five-year period. The warrants were issued
to Mr. Davis in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended.
Item
2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The
information provided in Item 1.01 above is incorporated herein by reference.
Item
3.02. Unregistered Sales of Equity Securities.
The
information provided in Item 1.01 above is incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
10.1
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Promissory
Note, dated June 30, 2017, issued by the Company to James L. Davis
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10.2
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Warrant
to Purchase Common Stock, dated June 30, 2017, issued by the Company to James L. Davis.
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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.
July
7, 2017
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DIGILITI
MONEY, INC.
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By:
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/s/
Bryan Meier
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Bryan
Meier
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Chief
Financial Officer
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