InterCloud Systems, Inc. (OTCMKTS:ICLD) Files An 8-K Entry into a Material Definitive Agreement

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InterCloud Systems, Inc. (OTCMKTS:ICLD) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.

On July 27, 2017, InterCloud Systems, Inc., a Delaware corporation (the “Company”), entered into an Exchange Agreement (the “Exchange Agreement”) with Mark Munro, the Company’s Chairman and Chief Executive Officer, certain entities controlled by Mr. Munro, and Pascack Road, LLC, an entity controlled by Mark Durfee, a member of the Company’s Board of Directors, to exchange all of the promissory notes held by each of them for shares of Series J preferred stock of the Company, the terms of which are set forth on that certain certificate of designation for such Series J preferred stock (the “Certificate of Designation”), which was filed with the Secretary of State of the State of Delaware on July 26, 2017. Mr. Munro and entities controlled by him exchanged promissory notes with an aggregate principal and accrued interest amount of $1,903,579 for an aggregate of 387 shares of Series J preferred stock, and Pascack Road, LLC exchanged promissory notes with an aggregate principal and accrued interest amount of $3,013,884 for an aggregate of 613 shares of Series J preferred stock. The Exchange Agreement is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On July 26, 2017, the Company filed the Certificate of Designation with the Secretary of State of the State of Delaware. The Certificate of Designation is attached hereto as Exhibit 4.1 and incorporated herein by reference. The Certificate of Designation became effective upon filing with the Secretary of State of the State of Delaware.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits


INTERCLOUD SYSTEMS, INC. Exhibit
EX-10.1 3 f8k072617ex10i_intercloud.htm EXCHANGE AGREEMENT BY AND AMONG INTERCLOUD SYSTEMS,…
To view the full exhibit click here

About InterCloud Systems, Inc. (OTCMKTS:ICLD)

InterCloud Systems, Inc. is a provider of cloud networking orchestration and automation for software-defined networking (SDN) and network function virtualization (NFV) cloud environments. The Company operates through four segments: applications and infrastructure, professional services, managed services and cloud services. The applications and infrastructure segment provides engineering and professional consulting services, and voice, data and optical solutions. The professional services segment provides outsourced services to the wireless and wireline industry and information technology industry. The cloud services segment provides cloud computing and storage services to customers. The managed services segment provides hardware and software products to customers, and provides maintenance and support for those products. It offers its solutions to the telecommunications service provider (carrier) and corporate enterprise markets through cloud solutions and professional services.