Current Report Filing (8-k)
March 07 2019 - 6:02AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
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 21, 2019
SPYR, INC.
(Exact
Name of Registrant as Specified in its Charter)
Nevada
(State or other jurisdiction of
incorporation or organization)
|
Commission File Number
33-20111
|
75-2636283
(I.R.S. Employer
Identification Number)
|
(Address of Principal Executive Offices and
Zip Code)
4643 South Ulster Street, Suite 1510
Regency Plaza
Denver Colorado 80237
(303) 991-8000
(Issuer's telephone number)
(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:
¨
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))
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.
☐
Section 1 - Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
(a)(1) On February 21, 2019, the Registrant
amended a material definitive agreement not made in the ordinary course of its business, originally entered into on September 5,
2017, as disclosed on Form 8-K on September 6, 2017. The Parties to the agreement are the Registrant and Berkshire Capital Management
Co., Inc., a corporation formed and operating under the laws of the State of Delaware (“Berkshire”). A material relationship
exists between the Registrant and Berkshire, since Mr. Joseph Fiore, an officer and director of Berkshire, is a significant shareholder
in the Registrant.
(a)(2) Pursuant to a Revolving Credit Loan
Agreement and a Revolving Credit Master Note (“Agreement”) between the Registrant and Berkshire, Berkshire agreed to
establish a revolving credit facility in favor of the Registrant in the maximum amount of five hundred thousand dollars ($500,000.00),
with interest on amounts due calculated at 6% per annum. A first amendment to the Agreement was entered into on November 27, 2017,
providing for an additional five hundred thousand dollars ($500,000.00). The Agreement was amended a second time to extend the
repayment date to February 19, 2018. On February 21, 2019, the Parties amended the Agreement extending the date to repay the outstanding
principal and interest to July 1, 2019. As security for funds lent to the Registrant, the Registrant agreed to a security agreement
providing Berkshire with a first lien on the Registrant’s assets, and those of the Registrant’s wholly owned subsidiary,
SPYR APPS, LLC.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and 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.
SPYR, INC. (Registrant)
Date March 6, 2019
By:
/s/
James R. Thompson
Principal Executive Officer
President
SPYR (PK) (USOTC:SPYR)
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