MICRONET ENERTEC TECHNOLOGIES, INC. (NASDAQ:MICT) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.Entry into a Material Definitive Agreement.
Item 2.03.Creation of a Direct Financial Obligation or an
Obligation Under an Off-Balance Sheet Arrangement of the
Registrant.
On December 22, 2016, Micronet Enertec Technologies, Inc. (the
Company) and its wholly owned subsidiary Enertec Electronics Ltd
(collectively, the Borrowers) entered into a Supplemental
Agreement (the Supplemental Agreement) with YA II PN, Ltd. (YA
II), a Cayman Island exempt limited partnership and an affiliate
of Yorkville Advisors Global, LLC, whereby YA II agreed to lend
the Company $1,000,000 to a secured promissory note (the Note).
The outstanding principal balance of the Note shall bear interest
at 7% per annum. The Note matures on December 20, 2017. The
Borrowers have agreed to use 50% of the net proceeds of any cash
raised from financing transactions completed while the Note is
outstanding to repay the principal and interest on the Note. Upon
the occurrence of an Event of Default (as defined in the Note),
all amounts payable may be due immediately. The Note, along with
the June 2016 Note and the October 2016 Note (each as defined
below) held by YA II, is secured by a pledge of shares of
Micronet Ltd. owned by Enertec Electronics Ltd.
to the Supplemental Agreement, YA II agreed to revise the payment
schedule of an existing note with a principal balance of $600,000
issued by the Company on June 30, 2016 (the June 2016 Note) such
that the Company shall be required to make payments of $150,000
from the principal balance of the June 2016 Note plus all accrued
and unpaid interest on each of October 10, 2016 (which has been
previously paid), May 1, 2017 and September 1, 2017. In addition,
to the Supplemental Agreement, YA II agreed to revise the payment
schedule of an existing note with a principal balance of $500,000
issued by the Company on October 28, 2016 (the October 2016 Note)
such that the Company shall be required to make payments of
$150,000 from the principal balance of the October 2016 Note plus
all accrued and unpaid interest on each of May 1, 2017 and
September 1, 2017.
The Borrowers agreed to pay to YA Global II SPV LLC (as designee
of YA II) a commitment fee in the amount of $100,000, with
$50,000 of such commitment fee due and payable in cash upon the
closing of the Note, and the remaining balance of $50,000 of the
commitment fee payable in cash or in freely tradable shares of
the Companys common stock as follows: (i) $25,000 on or before
July 1, 2017, and (ii) $25,000 on or before December 31, 2017,
provided that these remaining portions shall be waived if the
Borrowers have repaid at least $500,000 of the principal amount
of the Note on or before July 1, 2017.
A copy of the Supplemental Agreement and Note are attached hereto
as Exhibits 10.1 and 10.2, respectively, and are incorporated by
reference herein.
Item 3.02.Unregistered Sales of Equity
Securities.
In connection with the Supplemental Agreement and issuance of the
Note described in Items 1.01 and 2.03 above, the Company agreed
to grant to YA II a five-year warrant (the Warrant) to purchase
120,000 shares of the Companys common stock at an exercise price
of $3.00 per share. The Warrant is exempt from the registration
requirements of the Securities Act of 1933, as amended, to
Section 4(a)(2) thereof.
A copy of the Warrant is attached hereto as Exhibit 4.1 and is
incorporated by reference herein.
Item 9.01.Financial Statements and Exhibits
(d) Exhibits
| 4.1 | Common Stock Purchase Warrant. |
| 10.1 |
Supplemental Agreement, dated December 22, 2016, between Micronet Enertec Technologies, Inc., Enertec Electronics Ltd and YA II PN, Ltd. |
| 10.2 | Form of Promissory Note. |
About MICRONET ENERTEC TECHNOLOGIES, INC. (NASDAQ:MICT)
Micronet Enertec Technologies, Inc. (Micronet Enertec) operates through Israel-based companies, which include Enertec Systems 2001 Ltd (Enertec), its subsidiary, and Micronet Ltd (Micronet), which develops, manufactures, integrates and markets rugged computers, tablets and computer-based systems and instruments for the commercial, defense and aerospace markets. The Company’s segments include defense and aerospace segment, and mobile resource management (MRM). The Company’s products, solutions and services are designed to perform in severe environments and battlefield conditions. Micronet operates in the commercial mobile resource management market and is a developer, manufacturer and provider of mobile computing platforms, designed for integration into fleet management and mobile workforce management solutions. Enertec operates in the defense and aerospace markets. Enertec designs, develops and manufactures computer based instruments and aerospace electronic solutions. MICRONET ENERTEC TECHNOLOGIES, INC. (NASDAQ:MICT) Recent Trading Information
MICRONET ENERTEC TECHNOLOGIES, INC. (NASDAQ:MICT) closed its last trading session down -0.02 at 1.25 with 12,010 shares trading hands.