Search the web
Welcome, Guest
[Sign Out, My Account]
EDGAR_Online

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
ICLD > SEC Filings for ICLD > Form 8-K on 2-Sep-2016All Recent SEC Filings

Show all filings for INTERCLOUD SYSTEMS, INC.

Form 8-K for INTERCLOUD SYSTEMS, INC.


2-Sep-2016

Entry into a Material Definitive Agreement, Termination of a Material De


Item 1.01. Entry into a Material Definitive Agreement.

InterCloud Systems, Inc., a Delaware corporation (the "Company," "we," "us," or "our") has embarked upon a plan to reduce costs as well as significantly reduce the debt on its balance sheet. In that regard, and as a first step, the Company announced that it has eliminated more than $14.1 million of debt from its balance sheet in the last week, as well as all derivative liabilities associated with that debt.

Debt Obligations to Holder and Holder Affiliate

Debt Obligations to Holder

As of September 1, 2016, the Company reduced debt obligations to a certain investor party (the "Holder") and an affiliate of that Holder (the "Holder Affiliate") by approximately $14.1 Million in accordance with the terms of the Amendment Agreement described below.

As previously disclosed in a Current Report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") on December 30, 2015, we previously entered into a Securities Purchase Agreement, effective as of December 29, 2015, with the Holder, pursuant to which we issued to the Holder a 10% senior secured convertible debenture (as subsequently amended and restated, the "Debenture"), dated December 29, 2015.

As previously disclosed in a Current Report on Form 8-K filed with the SEC on May 23, 2016, we previously executed and issued a 0.67% senior secured note (the "2.7 Note"), dated May 17, 2016, in the aggregate principal amount of $2,745,000, to the Holder.

Debt Obligations to Holder Affiliate

As previously disclosed in a Current Report on Form 8-K filed with the SEC on February 19, 2016, we previously entered into a Securities Exchange Agreement, effective as of February 17, 2016, with VaultLogix, LLC, a Delaware limited liability company ("VaultLogix") and the Holder Affiliate, pursuant to which we and VaultLogix issued to the Holder Affiliate an 8.25% senior secured convertible note (as subsequently amended and restated, the "Convertible Note"), dated February 18, 2016.

As previously disclosed in a Current Report on Form 8-K filed with the SEC on May 23, 2016, we previously executed and issued a 0.67% senior secured note (the "5.2 Note"), dated May 17, 2016, in the aggregate principal amount of $5,220,475, to the Holder Affiliate.

As set forth below, these obligations have either been satisfied in whole or in part or amended pursuant to the Amendment Agreement (defined below).

Amendment Agreement

On September 1, 2016 we entered into an Amendment Agreement with the Holder, the Holder Affiliate, VaultLogix, and the Guarantors thereto (the "Amendment Agreement"), pursuant to which, among other things, the parties agreed that (i) the Holder and the Holder Affiliate waive certain covenant violations and defaults, (referred to as "Specified Defaults" in the Amendment Agreement), (ii) the Holder and the Holder Affiliate agreed to a specified application of the Cash Collateral (as defined in the Amendment Agreement) in partial satisfaction of the obligations owed under the Debenture, the 2.7 Note, and the Convertible Note, and in full satisfaction of the 5.2 Note, and (iii) certain provisions of the Debenture, the 2.7 Note, and the Convertible Note be amended, and we also agreed to (i) issue warrants, with an expiration date of December 31, 2017, to purchase 1,000,000 shares of our common stock, par value $0.0001 per share ("Common Stock") at an exercise price of $0.01 per share, (ii) issue warrants, with an expiration date of December 31, 2017, to purchase 3,500,000 shares of Common Stock at an exercise price of $0.10 per share ((i) and (ii), the "Warrants").

The Amendment Agreement serves to reduce the outstanding liabilities of the Company, as well as corresponding debt service and derivative liabilities associated therewith.

Amended and Restated Debt Obligations

In connection with the execution of the Amendment Agreement, we executed the Third Amended and Restated Senior Secured Convertible Debenture (the "Amended and Restated Debenture"), in order to, among other things, amend the Debenture to (i) provide that the Company may prepay the Amended and Restated Debenture upon prior notice at a 10% premium, (ii) modify the conversion price at which the Amended and Restated Debenture converts into Common Stock from a fixed price of $0.80 to the lowest of (a) $0.2043 per share, (b) 80% of the average VWAPs (as defined in the Amended and Restated Debenture) for each of the five consecutive trading days immediately prior to the applicable conversion, and (c) . . .



Item 1.02. Termination of a Material Definitive Agreement

The information set forth in Item 1.01 in this Current Report on Form 8-K is incorporated herein by reference. In connection with the execution of the Amendment Agreement, the 5.2 Note has been paid in full and we do not have any further obligations under the 5.2 Note.



Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

The information set forth in Item 1.01 in this Current Report on Form 8-K is incorporated herein by reference.



Item 2.04. Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under and Off-Balance Sheet Arrangement.

The information set forth in Item 1.01 in this Current Report on Form 8-K is incorporated herein by reference.



Item 3.02. Unregistered Sales of Equity Securities.

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. The Warrants and the shares of Common Stock issuable to the Holder and the Holder Affiliate upon exercise of the Warrants, respectively, were issued without registration under the Securities Act of 1933, as amended (the "Securities Act"), based on the exemption from registration afforded by Section 4(a)(2) of the Securities Act and/or Regulation D promulgated thereunder.



Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No.   Description

10.1          Third Amended and Restated Senior Secured Convertible Debenture, dated
              as of September 1, 2016, issued by InterCloud Systems, Inc. to the
              Holder party thereto.

10.2          Amended and Restated Senior Secured Note, dated as of September 1,
              2016, issued by InterCloud Systems, Inc. to the Holder party thereto.

10.3          Second Amended and Restated Senior Secured Convertible Note, dated as
              of September 1, 2016, issued by InterCloud Systems, Inc. and
              VaultLogix, LLC, to the Holder party thereto.

10.4          Amendment Agreement, dated as of September 1, 2016, by and between the
              Holder, the Holder Affiliate, InterCloud Systems, Inc., VaultLogix,
              LLC, and each of the Guarantors party thereto.

  Add ICLD to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for ICLD - All Recent SEC Filings
Copyright © 2017 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.