Current Report Filing (8-k)
April 23 2020 - 05:27PM
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 and Exchange
Act of 1934
Date of Report (Date of earliest event reported):
April 9, 2020
SILVERSUN TECHNOLOGIES, INC.
(Exact name of Registrant as specified in its charter)
Delaware
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001-38063
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16-1633636
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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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120 Eagle Rock Ave
East Hanover, NJ 07936
(Address of principal executive offices, including zip
code)
(973)
396-1720
(Registrant’s telephone number, including area code)
Check the appropriate box below if the 8-K filing is intended to
simultaneously satisfy the filing obligations of the registrant
under any of the following provisions:
☐
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Written communication pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
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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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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 shares (par value $0.00001 per share)
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SSNT
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NASDAQ
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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 (17
CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934
(17 CFR §240.12b-2).
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 1.01
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Entry into a Material Definitive Agreement.
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Securities Purchase Agreement and Note
On April 9, 2020, SWK Technologies, Inc. (“SWK”), a wholly-owned
subsidiary of SilverSun Technologies, Inc. (the “Company”), entered
into a promissory note (the “Note”) with JPMorgan Chase Bank, N.A.,
which provides for a loan in the amount of $3,150,832 (the “PPP
Loan”) pursuant to the Paycheck Protection Program under the
Coronavirus Aid, Relief, and Economic Security Act (the “CARES
Act”). The PPP Loan has a two-year term and bears interest at a
rate of 0.98% per annum. Monthly principal and interest payments
are deferred for six months after the date of disbursement. The PPP
Loan may be prepaid at any time prior to maturity with no
prepayment penalties.
Beginning seven months from the date of the PPP Loan SWK is
required to make 24 monthly payments of principal and interest in
the amount of $132,629.06. The promissory note evidencing the Loan
contains customary events of default relating to, among other
things, payment defaults, making materially false and misleading
representations to the SBA or Lender, or breaching the terms of the
Loan documents. The occurrence of an event of default may result in
the repayment of all amounts outstanding, collection of all amounts
owing from SWK, or filing suit and obtaining judgment against
SWK.
Under the terms of the CARES Act, PPP loan recipients can apply for
and be granted forgiveness for all or a portion of loan granted
under the PPP. Such forgiveness will be determined, subject to
limitations, based on the use of loan proceeds for payment of
payroll costs and any payments of mortgage interest, rent, and
utilities. No assurance is provided that SWK will obtain
forgiveness of the Loan in whole or in part.
Item 1.01 of this Current Report on Form 8-K contains only a brief
description of the material terms of the Note and does not purport
to be a complete description of the rights and obligations of the
parties thereunder, and such description is qualified in its
entirety by reference to the full text of the Note, which is
attached as Exhibit 10.1 to this Current Report on Form 8-K, and is
incorporated herein by reference.
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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The discussion of the PPP Loan set forth in Item 1.01 of this
Current Report on Form 8-K is incorporated in this Item 2.03 by
reference.
Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits.
SIGNATURE
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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SILVERSUN TECHNOLOGIES, INC.
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Date: April 23, 2020
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By:
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/s/ Mark Meller
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Mark Meller
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President and Chief Executive Officer
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