PAYMENT DATA SYSTEMS, INC. (NASDAQ:PYDS) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On March 7, 2017, we agreed to provide up to $500,000 to Singular
Payments, LLC, a Florida limited liability company, under a
secured line of credit promissory note. Interest on the note does
not accrue until the earlier of May 31, 2017, the date of closing
and funding our proposed acquisition of Singular Payments or the
termination of a non-binding letter of intent regarding the
proposed acquisition, or until such mutually agreed upon extended
date. Thereafter, interest will accrue at a rate of ten percent
per annum. Upon an event of default, interest will accrue at the
maximum lawful rate or 15% per annum. The line of credit matures
on November 1, 2019.
If the Singular Payments acquisition closes before interest
accrues any unpaid principal amount will be offset against the
cash portion of the purchase price. If the acquisition does not
close on or before interest accrues, any unpaid principal amount
plus interest will have to be paid in 30 equal monthly
installments. The note may be prepaid in whole or in part at any
time and without a penalty.
The line of credit is secured by a security agreement of the same
date granting a first security interest over all of Singular
Payments property, inventory, proceeds, intellectual property,
among others, a membership interest pledge agreement over 50% of
all Singular Payments, LLC membership interests, and a personal
guaranty agreement by Vaden Landers, the sole owner of Singular
Payments.
This report contains forward-looking statements. Forward-looking
statements include, but are not limited to, statements that
express our intentions, beliefs, expectations, strategies,
predictions or any other statements related to our future
activities, or future events or conditions. These statements are
based on current expectations, estimates and projections about
our business based, in part, on assumptions made by management.
These statements are not guarantees of future performances and
involve risks, uncertainties and assumptions that are difficult
to predict. Therefore, actual outcomes and results may differ
materially from what is expressed or forecasted in the
forward-looking statements due to numerous factors, including
those risks discussed in our Annual Report on Form 10-K and in
other documents that we file from time to time with the SEC. Any
forward-looking statements speak only as of the date on which
they are made, and we do not undertake any obligation to update
any forward-looking statement to reflect events or circumstances
after the date of this report, except as required by law.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| 10.1 |
Line of Credit Promissory Note, dated March 7, 2017, by and between Singular Payments, LLC, as Borrower and Payment Data Systems, Inc., as Lender. |
| 10.2 |
Security Agreement, dated March 7, 2017, by and between Singular Payments, LLC, as Debtor and Payment Data Systems, Inc., as Secured Party. |
| 10.3 |
Membership Interest Pledge Agreement, dated March 7, 2017, by and between Vaden Landers as Pledgor and Payment Data Systems, Inc. |
| 10.4 |
Guaranty Agreement, dated March 7, 2017, by and between Vaden Landers as Guarantor and Payment Data Systems, Inc. |
About PAYMENT DATA SYSTEMS, INC. (NASDAQ:PYDS)
Payment Data Systems, Inc. is engaged in the business of processing electronic payments for other companies, including a range of automated clearing house (ACH) processing, credit, prepaid card and debit card-based processing. The Company is an integrated payment solutions provider offering a range of services to merchants, billers, banks, service bureaus, and card issuers. It operates through two operating entities: Payment Data Systems, Inc. and FiCentive, Inc. Payment Data Systems, Inc. provides integrated electronic payment processing services to merchants and businesses, including credit and debit card-based processing services and transaction processing through the ACH network. Its ACH processing services enable merchants or businesses to both disburse and collect funds electronically using e-checks to transfer funds instead of traditional paper checks. The Company provides prepaid card processing services for merchants and consumers through its subsidiary, FiCentive, Inc. PAYMENT DATA SYSTEMS, INC. (NASDAQ:PYDS) Recent Trading Information
PAYMENT DATA SYSTEMS, INC. (NASDAQ:PYDS) closed its last trading session down -0.14 at 1.31 with 51,904 shares trading hands.