- Current report filing (8-K)
January 21 2009 - 5:26PM
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): January 14,
2009
WESTERN
CAPITAL RESOURCES, INC.
(Exact
name of registrant as specified in its charter)
Minnesota
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000-52015
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47-0848102
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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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2201 West
Broadway, Suite 1
Council
Bluffs, Iowa 51501
(Address
of principal executive offices) (Zip Code)
(712)
322-4020
(Registrant’s
telephone number, including area code)
(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:
r
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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r
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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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Item
1.01 Entry into a Material Definitive Agreement.
The disclosures set forth in Item 2.01
below are hereby incorporated by reference into this Item 1.01.
Item
2.01 Completion of Acquisition or Disposition of Assets.
On January 14, 2009, PQH
Wireless, Inc., a Nebraska corporation (“PQH”), the wholly owned subsidiary of
Western Capital Resources, Inc., a Minnesota corporation (the “Company”),
entered into an Asset Purchase Agreement with VZ Wireless, LLC, a Wisconsin
limited liability company (“VZ Wireless”) and Dean Salem, the sole shareholder
of VZ Wireless. Under the Asset Purchase Agreement, PQH acquired from
VZ Wireless twelve Cricket Wireless stores and related assets for a purchase
price of $1,828,000. The purchase price was made by a cash payment on
the closing of the acquisition. The acquired stores and assets are
located in the Kansas City, Missouri (4 stores) and St. Louis, Missouri (8
stores) markets.
The closing of purchase and sale under
the Asset Purchase Agreement was effective as of January 14,
2009. The Asset Purchase Agreement contains customary
representations, warranties and covenants of the parties and indemnification
obligations relating to those representations, warranties and
covenants. The Asset Purchase Agreement also prohibits Mr. Salem and
VZ Wireless from selling Cricket wireless products or services or otherwise
competing pre-paid products or services for a period of three years within a
50-mile radius of each of the twelve store locations acquired under the Asset
Purchase Agreement. A copy of the Asset Purchase Agreement is being
filed together with this Current Report.
Item
8.01 Other Events.
On
January 21, 2009, the Company published the press release attached hereto as
Exhibit 99.1, which is incorporated herein by this reference.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits
.
Exhibit
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Description
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2.1
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Asset
Purchase Agreement, dated January 14, 2009.
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99.1
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Press
Release dated January 21, 2009.
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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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WESTERN
CAPITAL RESOURCES, INC.:
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(Registrant)
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Date: January
21, 2009
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By:
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/s/ John
Quandahl
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JOHN
QUANDAHL,
Chief
Executive Officer
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