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GBSX > SEC Filings for GBSX > Form 8-K on 7-Dec-2012All Recent SEC Filings

Show all filings for GBS ENTERPRISES INC

Form 8-K for GBS ENTERPRISES INC


7-Dec-2012

Entry into a Material Definitive Agreement, Creation of a Direct Financial Ob


Item 1.01. Entry into a Material Definitive Agreement.

On November 30, 2012, GBS Enterprises Incorporated (the "Company") entered into a note purchase and security agreement (the "Loan Agreement") with Pike H. Sullivan (the "Lender). Pursuant to the Loan Agreement, the Company issued a secured promissory note, dated November 30, 2012 (the "Note"), to the Lender in the aggregate principal amount of $500,000.00, bearing an annual interest rate of 20% and maturing on the earlier of the first anniversary date of the date of issuance or such other time as described in more detail in the Note, without any penalty for prepayment. To secure the obligations of the Company under the Note, the Company granted the Lender a first priority security interest in all of the Company's right, title and interest in and to the shares of IDC Global, Inc. owned by the Company. The Note contains customary provisions upon an Event of Default, as more fully described in the full text of the document.

In connection with the execution of the Loan Agreement, on November 30, 2012, the Company issued the Lender a common stock purchase warrant (the "Warrant"), pursuant to which the Lender is entitled to purchase 250,000 shares of common stock at an exercise price of $0.20 until the third anniversary date of the date of issuance. The Warrant was issued in a private transaction between the Company and the Lender and was exempt from registration under the Securities and Exchange Act of 1933, as amended, pursuant to Section 4(2) thereof.

Each of the directors of the Company has approved each of the transaction agreements discussed above and the transactions contemplated thereby.

The foregoing descriptions of the Loan Agreement and Note Warrant do not purport to be complete and are subject to, and qualified in their entirety by, the full texts of the documents, which are filed as Exhibits 10.1 through 10.3 attached hereto and incorporated by reference herein.



Item 2.03. Creation of a Direct Financial Obligation.

The descriptions of the Loan Agreement and the Note under Item 1.01 above are hereby incorporated by reference into this Item 2.03.



Item 3.02. Unregistered Sales of Equity Securities.

The description of the Warrant under Item 1.01 is hereby incorporated by reference into this Item 3.02.

Item 9.01(d). Exhibits.



Exhibit
No.          Description

10.1         Note Purchase and Security Agreement, dated November 30, 2012, by
             and between GBS Enterprises Incorporated and Pike H. Sullivan

10.2         Secured Promissory Note, dated November 30, 2012, by and between GBS
             Enterprises Incorporated and Pike H. Sullivan

10.3         Common Stock Purchase Warrant, issued November 30, 2012, by GBS
             Enterprises Incorporated to Pike H. Sullivan

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