Current Report Filing (8-k)
February 08 2021 - 3:53PM
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) February
8, 2021 (February 8, 2021)
Nxt-ID, Inc.
(Exact name of registrant as specified in
its charter)
Delaware
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001-36616
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46-0678374
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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Nxt-ID, Inc.
288 Christian Street
Hangar C 2nd Floor
Oxford, CT 06478
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including
area code: (203) 266-2103
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
(see General Instruction A.2. below):
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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. ☐
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
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NXTD
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The Nasdaq Stock Market LLC
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Item 1.01 Entry
into a Material Definitive Agreement.
On February 8, 2021, LogicMark, LLC (“LogicMark”),
a Delaware limited liability company and wholly-owned subsidiary of Nxt-ID, Inc., a Delaware corporation (the “Company”),
entered into a second amendment (the “Second Amendment”) to the Senior Secured Credit Agreement, dated as of May 3,
2019, as amended (the “Credit Agreement”), with each financial institution from time to time party to the Credit Agreement,
as lender (the “Lenders”), and a senior secured lender, as administrative agent and collateral agent for the Lenders
(the “Agent”). Pursuant to the Second Amendment, LogicMark made a voluntary prepayment of the Term Loan (defined below)
in the amount of $5,000,000 (the “Prepayment”) and the Agent agreed to accept (i) LogicMark’s payment of a prepayment
premium in the amount of $125,000, which is equal to 2.5% of the Prepayment, rather than 5% of the Prepayment as required by the
Credit Agreement, and (ii) an extension of the maturity date of the Term Loan to May 22, 2023. As a result of the Prepayment, LogicMark’s
resulting loan balance is approximately $5,752,127. The Company believes that the Prepayment will result in significant interest
savings to the Company.
The Company previously disclosed LogicMark’s
entry into the Credit Agreement in the Company’s Current Report on Form 8-K filed on May 9, 2019 with the Securities and
Exchange Commission (the “SEC”), pursuant to which the Lenders agreed to make a term loan to LogicMark in an aggregate
principal amount of $16,500,000 (the “Term Loan”). The Company previously disclosed the first amendment to the Credit
Agreement in the Company’s Quarterly Report on Form 10-Q for the period ended September 30, 2020 filed with the SEC on November
16, 2020.
A copy of the form
of Second Amendment is included as Exhibit 10.1 to this Current Report on Form 8-K (this “Form 8-K”) and is incorporated
herein by reference.
This Form 8-K contains forward-looking
statements. Forward-looking statements include, but are not limited to, statements that express the Company’s intentions,
beliefs, expectations, strategies, predictions or any other statements related to the Company’s future activities, or future
events or conditions. These statements are based on current expectations, estimates and projections about the Company’s business
based, in part, on assumptions made by its management. These statements are not guarantees of future performances and involve risks,
uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from
what is expressed or forecasted in the forward-looking statements due to numerous factors, including those risks discussed in the
Company’s Annual Report on Form 10-K, and in other documents that the Company files from time to time with the SEC. Any forward-looking
statements speak only as of the date on which they are made, and the Company undertakes no obligation to update any forward-looking
statement to reflect events or circumstances after the date of this Form 8-K, except as required by law.
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.
Date: February 8, 2021
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Nxt-ID, Inc.
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By:
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/s/ Vincent S. Miceli
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Name:
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Vincent S. Miceli
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Title:
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Chief Executive Officer
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2
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