Current Report Filing (8-k)
August 30 2021 - 8:02AM
Edgar (US Regulatory)
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0001085243
2021-08-25
2021-08-25
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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 25, 2021
VIRTRA,
INC.
(Exact
name of Registrant as Specified in Its Charter)
Nevada
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001-38420
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93-1207631
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(State
or Other Jurisdiction
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(Commission
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(IRS
Employer
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of
Incorporation)
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File
Number)
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Identification
No.)
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7970
S. Kyrene Rd.
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Tempe,
AZ
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85284
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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: (480) 968-1488
Not
Applicable
(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:
☐
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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☐
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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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☐
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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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Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which registered
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Common
Stock, $0.0001 par value
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VTSI
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NASDAQ
Capital Market
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging
growth company ☒
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
2.01
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Completion
of Acquisition or Disposition of Assets.
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Item
2.03
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Creation
of Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
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On
August 25, 2021, the registrant completed the purchase (the “Acquisition”) of the real property located at
295 East Corporate Place in Chandler, Arizona (the “Property”) for $10,800,000 (the “Purchase Price”)
pursuant to a purchase and sale agreement with Lot 9 LJana, LLC. The registrant paid the Purchase Price with cash and proceeds from a
mortgage loan in the amount of $8,600,000.
The
Property consists of approximately 4.3 acres and an industrial building of approximately 76,650 square feet. The board believes that
this building allows for the registrant’s expected growth in simulator development and production, recoil kit development and production,
training content creation as well as administrative, customer and technology support as the company plans to scale. Currently, the registrant
has two locations in Tempe totaling approximately 42,860 square feet and instead of renting additional separate locations, the board
of directors decided to purchase a new headquarters. Approximately 15,000 square feet of the new building will house two pre-existing
tenants with multi-year rent agreements and VirTra has the sole option to cancel their leases with six months’ notice to one tenant
and nine months’ notice to the other tenant. As one tenant is an IT company and the other tenant is a plastic injection molding
company, the registrant is interested in doing business with both tenants. The registrant plans to fully move into the new space within
nine months or less and plans to sub-lease its current lease spaces as soon as practical. Ultimately the registrant expects this purchase
to result in spending less per month for facilities while having access to a larger and centralized facility to enhance efficiency.
The
registrant obtained a mortgage loan from Arizona Bank & Trust (the “Lender”) in the amount of $8,600,000,
evidenced by a promissory note (the “Note”), secured by a first priority lien on the Property pursuant to a
deed of trust (the “Deed of Trust”) and assignment and assumption of leases for the benefit of the Lender.
The
Note, together with accrued and unpaid interest, is due and payable on August 23, 2031 (the “Maturity Date”).
Interest on the Note will accrue at the rate of 3.00% per annum. Monthly payments of $40,978.09 will be required beginning September
23, 2021, with a final balloon payment of $5,956,537.99 due August 23, 2031. If the Registrant prepays the Note within the first 5 years
of the loan, a prepayment penalty will be due to the Lender.
The
foregoing descriptions of the Note, Deed of Trust and Assignment and Assumption of Leases are qualified in their entirety by reference
to the full text of the Note, Deed of Trust and Assignment and Assumption of Leases, which are incorporated by reference as exhibits
10.1, 10.2 and 10.3, respectively, hereto.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
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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VIRTRA,
INC.
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Date:
August 30, 2021
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By:
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/s/
Robert D. Ferris
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Name:
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Robert
D. Ferris
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Title:
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Chief
Executive Officer
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