Amended Current Report Filing (8-k/a)
October 06 2017 - 4:18PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 2, 2017
Spindle, Inc.
(Exact name of registrant as specified in its charter)
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Nevada
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000-55151
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20-8241820
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(State or other jurisdiction
of incorporation)
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(Commission File No.)
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(IRS Employer
Identification No.)
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1201 S. Alma School Road, Suite 12500
Mesa, AZ 85210
(Address of Principal Executive Offices)
Registrants telephone number, including area code:
800-560-9198
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))
Explanatory Note
This Current Report on Form 8-K/A (this Amendment) amends the Current Report on Form 8-K filed by Spindle, Inc. (the Company) with the U.S. Securities and Exchange Commission on October 4, 2017 (the Original Form 8-K). The sole purpose of this Amendment is to file the final version of Exhibit 10.1 submitted to the Securities and Exchange Commission. Except as set forth herein, no other modifications have been made to the Original 8-K.
ITEM 1.01
ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On October 2, 2017, Spindle, Inc. (the Company) entered into a binding term sheet (the Binding Term Sheet) whereby the Company would acquire all of the shares of a privately held payments processing company (the Acquisition). As part of the Acquisition, certain management of the target company would join the Company as the CEO and CTO upon closing. The Binding Term Sheet is attached hereto as Exhibit 10.1 with certain confidential information omitted and submitted to the Securities and Exchange Commission with a confidential treatment request.
ITEM 7.01
REGULATION FD DISCLOSURE
On October 3, 2017, the Company issued the press release attached hereto as Exhibit 99.1 regarding entry into the Binding Term Sheet.
The information disclosed under this Item 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, except as expressly set forth in such filing.
ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
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Exhibit No.
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Description
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10.1
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Binding Term Sheet dated October 2, 2017.*
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99.1
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Spindle, Inc. Press Release dated October 3, 2017.**
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*
Portions of the exhibit have been omitted pursuant to a request for confidential treatment.
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Filed previously on the Companys Current Report on Form 8-K filed with the SEC on October 4, 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 thereunto duly authorized.
Date: October 6, 2017
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SPINDLE, INC.
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By:
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/s/ Jack Scott
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Name: Jack Scott
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Title: Interim Chief Executive Officer
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