GlobalSCAPE, Inc. (NYSEMKT:GSB) Files An 8-K Regulation FD Disclosure

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GlobalSCAPE, Inc. (NYSEMKT:GSB) Files An 8-K Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure

On January 9, 2017, GlobalSCAPE, Inc. (the “Company”) announced that a subsidiary of a private investment firm, 210 Capital LLC (the “Buyer”), purchased shares of common stock of the Company representing approximately 15 percent of the Company’s outstanding common stock. The shares of stock were purchased in a private transaction from Thomas W. Brown and David L. Mann, the Company’s largest individual stockholders and members of the Board of Directors of the Company.
The Company is not a party to the agreement relating to the purchase and sale of the shares; however, the Company is a designated third party beneficiary of the agreement. Among other items, the Buyer has agreed that for a period of one year following the closing of the transaction, it and its affiliates and associates will not engage in any solicitation of proxies or consents with respect to the election or removal of directors, acquire any assets of the Company or acquire any voting stock that would result in the Buyer or its affiliates or associates having beneficial ownership of more than 20% of the Company’s outstanding voting stock.
In connection with the transaction, the Board of Directors of the Company unanimously agreed to waive the applicability of Section 203 of the Delaware General Corporation Law (“Section 203”) to the acquisition of the shares by the Buyer. Section 203 imposes certain restrictions on business combinations with an “interested stockholder,” which classification would, absent the waiver, apply to the Buyer and its affiliates and associates for three years following its acquisition of 15% or more of the Company’s outstanding shares of Common Stock.
The Stock Purchase Agreement by and between the Buyer and Messers Brown and Mann is filed with this Form 8-K as Exhibit 10.1 and is incorporated by reference herein. The foregoing description of the Stock Purchase Agreement is qualified in its entirety by reference to the full text thereof.

Item 9.01 Financial Statements and Exhibits
(d) Exhibits
10.1 Stock Purchase Agreement dated January 9, 2017 by and between Thomas H. Brown, David L. Mann and the Buyer.
99.1 Press Release dated January 9, 2017.



About GlobalSCAPE, Inc. (NYSEMKT:GSB)

GlobalSCAPE, Inc. provides secure information exchange capabilities for enterprises and consumers through the development and distribution of software, delivery of managed and hosted solutions, and provisioning of associated services. The Company’s primary product is Enhance File Transfer (EFT). Its software products and services include Managed File Transfer Solutions (MFT), Secure Content Mobility Solutions, Wide Area File Services (WAFS), Managed E-Mail Attachment Solution, Consumer-Based File Transfer Solution and professional services. Its solution portfolio facilitates transmission of critical information, such as financial data, medical records, customer files, vendor files, personnel files, transaction activity and other similar documents. The Company enables transmission of critical information using servers, desktop and notebook computers, and a range of network-enabled mobile devices. Its products also provide customers to monitor and audit file transfer activities.

GlobalSCAPE, Inc. (NYSEMKT:GSB) Recent Trading Information

GlobalSCAPE, Inc. (NYSEMKT:GSB) closed its last trading session 00.00 at 4.25 with 47,931 shares trading hands.