Inventergy Global, Inc. (NASDAQ:INVT) Files An 8-K Entry into a Material Definitive AgreementItem 1.01
On July 26, 2017, Inventergy Global, Inc. (the “Company”) entered into an Exchange Right and Leak-Out Agreement (the “Agreement”) with holders (the “Holders”) of the Series E Convertible Preferred Stock of the Company (the “Series E Preferred”).
to the Agreement, in lieu of the conversion right set forth in the Certificate of Designation of Preferences, Rights and Limitations of the Series E Preferred, each Holder has the right to exchange its shares (the “Shares”) of Series E Preferred for shares of the Company’s common stock (the “Exchange Shares”) at an exchange rate so that for each Share, the Holder will receive a number of Exchange Shares that would yield net proceeds of $1,350 upon resale of such Exchange Share. Additionally, the Holders consented to any Company non-equity linked financing or any financing of its interest in INVT SPE LLC, a special purpose entity that holds certain patents, subject to certain limitations as provided in the Agreement. Any redemptions of the Series E Preferred will be for a redemption price of $1,350 per Share. The Holders also agreed to not sell the Exchange Shares in an amount that would exceed the greater of (a) their pro rata percentage of the total trading volume on any given day and (b) $500, with an aggregate limit of 25% of total trading volume among all Holders. Any sales of Exchange Shares at a price of more than $0.20 per share (the “Break-out Price”) are not subject to the Agreement. The Break-out Price may be further reduced to $0.15 per share if the Company does not regain listing on the Nasdaq Capital Market after November 22, 2017.
The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the Agreement, which is incorporated herein by reference and attached hereto as Exhibit 10.1.
On July 27, 2017, the Company issued a press release announcing the Agreement. A copy of the press release is attached hereto as Exhibit 99.1.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
|
Exhibit Number |
Description |
| 10.1 | Exchange Right and Leak-Out Agreement, dated July 26, 2017 |
| 99.1 | Press Release, dated July 27, 2017 |
Inventergy Global, Inc. ExhibitEX-10.1 2 v471664_ex10-1.htm EXHIBIT 10.1 Exhibit 10.1 EXCHANGE RIGHT AND LEAK-OUT AGREEMENT July 26,…To view the full exhibit click here
About Inventergy Global, Inc. (NASDAQ:INVT)
Inventergy Global, Inc. is an intellectual property (IP) investment and licensing company. The Company offers clients a professional corporate licensing model for IP value creation. The Company’s Technical Lead and associated group works to understand the science and/or technology behind the patents of a particular portfolio, under the review of the Legal Lead and in support of the Business team. This group coordinates the work of third party technology consultants, including technical external resources, such as technical experts, reverse engineering consultancies and other providers, to deliver inputs to the Legal and Business teams. The Legal Lead and Team manage the existing patent asset portfolio from a global perspective and also manage further prosecution of continuing patent cases. The Legal Lead also is responsible for the legal structure and legal documents of any license or negotiated settlement with prospective licensees.
