Current Report Filing (8-k)
September 05 2018 - 4:22PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
August 29, 2018
JETPAY
CORPORATION
(Exact Name of Registrant as Specified in
Charter)
Delaware
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001-35170
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90-0632274
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(State or Other Jurisdiction
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(Commission
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(IRS Employer
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of Incorporation)
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File Number)
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Identification No.)
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7450 Tilghman Street, Allentown, PA 18106
(Address of Principal Executive Offices)
(Zip Code)
(610) 797-9500
(Registrant’s Telephone Number, Including
Area Code)
(Former Name or Former Address, if Changed
Since Last Report)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (
see
General Instruction A.2. below):
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¨
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Written communications pursuant to Rule 425
under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12
under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to
Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to
Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c))
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Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange
Act of 1934 (17 CFR §240.12b-2).
Emerging growth company
¨
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act.
¨
Item 1.01. Entry into a Material
Definitive Agreement
On August 29, 2018, JetPay Payment Services,
TX, LLC (“JetPay Payments, TX”), a wholly-owned subsidiary of JetPay Corporation, entered into a sublease agreement
(the “Sublease”) with Affirmative Agencies LLC (the “Sublessor”), pursuant to which JetPay Payments, TX
agreed to sublease from the Sublessor approximately 28,646 square feet of office space located at 4450 Sojourn Dr., Addison, Texas
75001. The Sublease became effective on August 30, 2018 upon the execution of the Landlord’s Consent to Sublease by and between
Sojourn Office, LLC, the ultimate landlord of the property, the Sublessor, and JetPay Payment Services, TX. The lease term will
commence on October 15, 2018 and continue for seventy (72) months and sixteen (16) days, ending on October 31, 2024.
JetPay Payments, TX will pay no rent under
the Sublease until February 15, 2019, and thereafter will pay base rent initially at $32,824 per month and increasing to $38,791
per month in the last year of the term. JetPay Payments, TX will also pay no rent in month thirteen (13) of the term. JetPay Payments,
TX will also pay utilities monthly, along with additional annual rent, as further described in the Sublease, equal to the amount
of any increases in operating expenses over base year 2019.
Under the Sublease, JetPay Payments, TX
was granted a one-time right of first refusal on any contiguous vacancy that may become available upon the same terms and conditions
as the Sublease during the first year of the lease term. After the first year of the lease term, JetPay Payments, TX’s right
of first refusal shall be on the same terms and conditions as presented in a bona fide third-party offer.
The description of the Sublease as set forth
in this Item 1.01 is a summary only and is qualified in all respects by the provisions of such Sublease, a copy of which is attached
hereto as Exhibit 10.1 and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: September 5, 2018
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JETPAY CORPORATION
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By:
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/s/ Gregory M. Krzemien
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Name: Gregory M. Krzemien
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Title: Chief Financial Officer
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