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| IAO > SEC Filings for IAO > Form 8-K on 11-May-2009 | All Recent SEC Filings |
11-May-2009
Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligati
On April 1, 2009, IA Global, Inc. (the "Company"), Taicom Securities Co Ltd ("Taicom") and ArqueMax Ventures, LLC ("AMV"), an entity controlled by Michael Ning, the Chairman of Taicom, entered into an Amendment to Share Exchange Agreement. Also on April 1, 2009, the Company and AMV entered into an Amendment to Form of Performance Warrant and a Services Agreement. The Amendment to Share Exchange Agreement required payments of $41,000 and $310,000. The required payments were received by May 7, 2009. The Amendment to Share Exchange Agreement, Amendment to Form of Performance Warrant and the Service Agreement are scheduled to be voted on at the Special Shareholder Meeting on June 1, 2009.
On April 30, 2009, SG Telecom, Inc. received an additional 90 million Yen, or approximately $929,000 at current exchange rates, working capital loan from a Japanese lender. In addition, the lender requested repayment of all loans by May 27, 2009.
As previously reported, on February 25 and 28, 2009, SG Telecom, Inc. received a total of 250,000,000 Yen, or approximately $2,577,000 at current exchange rates, in working capital loans from a Japanese lender. The loans were expected to require a balloon payment of 250,000,000 Yen, or approximately $2,577,000 on April 30, 2009. Interest of 15.0% is to be paid starting on February 25, 2009. SG Telecom paid a 10% fee for this working capital loan.
The loans are guaranteed by Hideki Anan, Kyo Nagae, all Global Hotline affiliated entities and two directors of Global Hotline.
On approximately April 1, 2009, IA Global, Inc. pledged its ownership in Global Hotline, Inc. as collateral for the loans, subject to a thirty day notice period in the case of default under the agreement.
The amendments and agreements will be filed as exhibits to the Form 10-K for the twelve months ending March 31, 2009.
On March 2, 2009, the Company announced a revised Golden Century Wealth Investment (HK) Ltd ("GCWI") offer ("Revised Offer") to acquire 51% or more of the outstanding stock of the Company at $0.20 per share that was received March 5, 2009. The revised structure included (i) a loan of 100 million Yen or approximately $1 million at current exchange rates by March 16, 2009; (ii) a preferred stock equity investment by April 24, 2009, of 300 million Yen or approximately $3 million at current exchange rates, which is convertible into common stock at $.20 per share; and (iii) the merger of ZRD and BS-HD, operating entities of GCWI, into IA Global on an agreed DCF valuation. The offer date anticipated the signing of contracts by April 30, 2009 and was contingent on the completion of due diligence, signing of contracts and the closing of financing by April 30, 2009.
The Company has not received any payments required under this Revised Offer nor has the Company received any update on the status of this Revised Offer.
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