MARATHON PATENT GROUP,INC. (NASDAQ:MARA) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into a Material Definitive Agreement.
On May 11, 2017, Marathon Patent Group, Inc. ( Marathon and together with its subsidiaries, the “Company”) entered into an agreement (the “Payoff Letter”) with DBD Credit Funding, LLC (“DBD”), under which, subject to the payment in full on or before August 15, 2017 of the Company’s note obligations owing to DBD under its Amended and Restated Revenue Sharing and Securities Purchase Agreement dated as of January 10, 2017 (the “Agreement”), DBD will agree to modify its entitlement to certain future revenues of the Company as described below. As of April 30, 2017, the outstanding balance of the note obligations totals $15,763,240 and interest accrues at $4,707.08 per day. Under the Payoff Letter, upon payment of the note principal and interest obligations is made on or prior to August 15, 2017, DBD’s ongoing entitlement to additional payments based upon revenues of the Company will be reduced to five (5%) percent of the gross revenues received from patent portfolios the Company currently owns or licenses, which revenue based payments will terminate one year following the payoff date.
In addition, under the Payoff Letter Marathon agrees that the Company will not enter into any further dispositions of its patents until the note obligations are paid in full, and not to use its current liquidity to make expenditures in excess of a specified amount or for the purposes other than as outlined in a budget prepared by the Company and approved by DBD.
The Company may seek to repay the borrowings through any one or a combination of financings, including debt, equity, sale of assets or mergers and acquisitions of additional companies with cash balances, although no definitive agreement or understanding with respect to any of the foregoing has been reached.
In the event that the Company does not pay the note obligations in full on or prior to August 15, 2017, the Payoff Letter will terminate and the Company will remain obligated under the current agreements with DBD.