Current Report Filing (8-k)
September 01 2020 - 4:05PM
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):
August 30, 2020
FlexShopper, Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware
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001-37945
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20-5456087
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(State or other jurisdiction
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(Commission File Number)
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(IRS Employer
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of incorporation)
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Identification No.)
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901 Yamato Road, Suite 260
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Boca Raton, Florida
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33431
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(Address of principal executive offices) (Zip Code)
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Registrant’s telephone number, including
area code: (855) 353-9289
(Former Name or Former Address, if Changed Since
Last Report)
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, par value $0.0001 per share
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FPAY
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The Nasdaq Stock Market LLC
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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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☐
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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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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. ☐
CURRENT REPORT ON FORM 8-K
FlexShopper, Inc.
August 30, 2020
Item 1.01.
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Entry into a Material Definitive Agreement.
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On February 19, 2019, FlexShopper, Inc. (the
“Company”) entered into a Consulting Agreement with XLR8 Capital Partners, LLC to provide technology, management and
general business services and advice for a term of one year (the “Consulting Agreement”). The Consulting Agreement
was subsequently amended by the parties on February 27, 2020 to extend the term for an additional six month period through August
31, 2020.
On August 30, 2020, the parties entered into
an amendment to the Consulting Agreement to further extend the term for another six month period through February 28, 2021. The
Consulting Agreement is also automatically renewable for one successive six-month period thereafter, unless otherwise terminated
by the Company prior to such renewal.
The amendment to the Consulting Agreement also
changed (i) the alternative minimum exercise price of the monthly warrant consideration issuable to XLR8 Capital Partners to $1.60
per share from $1.25 per share, and (ii) the expiration date of the warrants to the date that is four years following the last
trading day of the calendar month relating to the applicable monthly warrant issuance.
Howard S. Dvorkin, the Company’s Chairman
of the Board, is the manager and controlling member of XRL8 Capital Partners. The amendment to the Consulting Agreement was approved
by the Company’s disinterested directors.
The foregoing summary description of the amendment to the Consulting
Agreement is qualified by reference to the full text thereof, a copy of which is attached as Exhibit 10.1, and incorporated herein
in its entirety.
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Item 9.01.
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Financial Statements and Exhibits.
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(a)
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Exhibits. The exhibit listed in the following Exhibit Index is filed as part of this current report.
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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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FLEXSHOPPER, INC.
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Date: September 1, 2020
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By:
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/s/ Richard House, Jr.
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Richard House, Jr.
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Chief Executive Officer
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