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Fusion Connect, Inc. Form 8-K: Current report, 2017

Fusion Connect, Inc. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2017-08-30: Form 8-K; Period of report 2017-08-26; Description 1.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure; Details 1.01.
  • 2017-04-17: Form 8-K/A; Period of report 2016-11-14; Description 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; Details 1.01.
  • 2017-02-21: Form 8-K; Period of report 2017-02-15; Description 8.01 Other Events; Details 8.01.
  • 2017-01-27: Form 8-K/A; Period of report 2016-11-14; Description 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities; Details 1.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2017-08-308-K2017-08-261.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
7.01 On August 28, 2017, Fusion issued a press release announcing that it had entered into the Merger Agreement, which press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein.
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2017-04-178-K/A2016-11-141.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities1.01 As discussed under Items 2.01 and 3.02(a) above, on November 14, 2016 FNAC and Fusion entered into the Apptix Purchase Agreement.
2.01 On November 14, 2016, Fusion NBS Acquisition Corp. (the “Buyer” or “FNAC”), a subsidiary of Fusion Telecommunications International, Inc. (“Fusion”), and Fusion (solely for limited enumerated purposes) entered into a Stock Purchase and Sale Agreement (the “Apptix Purchase Agreement”) with Apptix, ASA (the “Seller”), pursuant to which FNAC acquired all of the issued and outstanding capital stock of Apptix, Inc., a wholly-owned subsidiary of the Seller (“Apptix”).
2.03 On November 14, 2016 (i) FNAC entered into a Credit Agreement (the “East West Credit Agreement”) with East West Bank, as Administrative Agent, Swingline Lender, an Issuing Bank and a Lender (“East West Bank”) and other lenders (collectively with East West Bank, the “East West Lenders”) and (ii) FNAC, Fusion and Fusion’s subsidiaries other than FNAC (the “Subsidiaries” and together with Fusion and FNAC, the “Company”) entered into the Fifth Amended and Restated Securities Purchase Agreement (the “Restated Purchase Agreement”) with Praesidian Capital Opportunity Fund III, L.P., Praesidian Capital Opportunity Fund III-A, LP and United Insurance Company of America (collectively, the “Praesidian Lenders”).
3.02 (a) As discussed under Item 2.01, above, on November 16, 2016, Fusion issued an aggregate of 2,997,926 Seller Shares to the Seller, an accredited investor, under the Apptix Purchase Agreement, in connection with FNAC’s acquisition of Apptix.
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2017-02-218-K2017-02-158.01 Other Events8.01 On February 15, 2017, Fusion Telecommunications International, Inc. (the “Registrant”) was telephonically advised by the Corporate Finance Staff (the “Staff”) of the Securities and Exchange Commission (the “SEC”) that, in the Staff’s opinion, the financial statements of Apptix Inc. included as an exhibit to the Registrant’s Current Report on Form 8-K originally filed on November 18, 2017 (the “Apptix Form 8-K”), did not comply with applicable SEC auditing standards (the “Deficiency”).fsnn_8k.htm
2017-01-278-K/A2016-11-141.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 3.02 Unregistered Sales of Equity Securities1.01 As discussed under Items 2.01 and 3.02(a), above, on November 14, 2016 FNAC and Fusion entered into the Apptix Purchase Agreement.
2.01 On November 14, 2016, Fusion NBS Acquisition Corp. (the “Buyer” or “FNAC”), a subsidiary of Fusion Telecommunications International, Inc. (“Fusion”), and Fusion (solely for limited enumerated purposes) entered into a Stock Purchase and Sale Agreement (the “Apptix Purchase Agreement”) with Apptix, ASA (the “Seller”), pursuant to which FNAC acquired all of the issued and outstanding capital stock of Apptix, Inc., a wholly-owned subsidiary of the Seller (“Apptix”).
2.03 On November 14, 2016 (i) FNAC entered into a Credit Agreement (the “East West Credit Agreement”) with East West Bank, as Administrative Agent, Swingline Lender, an Issuing Bank and a Lender (“East West Bank”) and other lenders (collectively with East West Bank, the “East West Lenders”) and (ii) FNAC, Fusion and Fusion’s subsidiaries other than FNAC (the “Subsidiaries” and together with Fusion and FNAC, the “Company”) entered into the Fifth Amended and Restated Securities Purchase Agreement (the “Restated Purchase Agreement”) with Praesidian Capital Opportunity Fund III, L.P., Praesidian Capital Opportunity Fund III-A, LP and United Insurance Company of America (collectively, the “Praesidian Lenders”).
3.02 (a) As discussed under Item 2.01, above, on November 16, 2016, Fusion issued an aggregate of 2,997,926 Seller Shares to the Seller, an accredited investor, under the Apptix Purchase Agreement, in connection with FNAC’s acquisition of Apptix.
fsnn_8ka.htm