Current Report Filing (8-k)
February 06 2018 - 4:16PM
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): January
31, 2018
EnSync, Inc.
(Exact name of registrant
as specified in charter)
Wisconsin
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001-33540
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39-1987014
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(State or other jurisdiction
of incorporation)
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(Commission
file number)
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(IRS Employer
Identification Number)
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N88 W13901 Main Street, Suite 200, Menomonee Falls, Wisconsin
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53051
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code:
(262) 253-9800
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N93 W14475 Whittaker Way, Menomonee Falls, Wisconsin 53051
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(Former name or former address, if changed since last report.)
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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.
¨
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
¨
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.
¨
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Item 1.01.
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Entry into Material Definitive Agreement
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Sale of Company’s Corporate Headquarters
On January 31, 2018, EnSync, Inc. (the “Company”)
completed the sale of its headquarters facility located in Menomonee Falls, Wisconsin (the “Prior Headquarters”) pursuant
to the terms of an Offer to Purchase, dated October 12, 2017 (the “Sale Agreement”) with CSJM LLC, an unaffiliated
third party (the “Buyer”). The sale price of the Prior Headquarters was approximately $2.3 million and, after certain
customary closing payments and adjustments and repayment of approximately $435,000 of remaining mortgage indebtedness, the Company
received net proceeds of approximately $1.7 million. The Company will use the proceeds from the sale of the Prior Headquarters
for general corporate and working capital purposes.
The foregoing description of the material
terms of the Sale Agreement contained in this Current Report on Form 8-K does not purport to be a complete description of the Sale
Agreement and is qualified in its entirety by reference to the full text of the Sale Agreement, which is filed as Exhibit 2.1 to
this Current Report on Form 8-K.
Lease for New Corporate Headquarters
On December 15, 2017, a Lease (the “Lease”)
with 13901 Leasing Company, LLP (the “Landlord”) for the leasing of approximately 42,600 rentable square feet of corporate
headquarters space located at N88 W13901 Main Street, Suite 200, Menomonee Falls, Wisconsin (the “New Headquarters”)
commenced. Under the Lease, the Company will lease the New Headquarters from the Landlord for an initial term of approximately
seven years, with a one-time option held by the Company to extend the term of the Lease for an additional five years. Under the
Lease, the Company will pay to the Landlord base annual rent in the first year of approximately $166,000, with payments under the
Lease increasing by approximately $2,500 per year each year thereafter.
The foregoing description of the material
terms of the Lease contained in this Current Report on Form 8-K does not purport to be a complete description of the Lease and
is qualified in its entirety by reference to the full text of the Lease, which is filed as Exhibit 1.1 to this Current Report on
Form 8-K.
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Item 2.01.
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Completion of Acquisition or Disposition of Assets
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The description set forth Item 1.01 –
Entry into Material Definitive Agreement under the heading “Sale of Company’s Corporate Headquarters” is incorporated
by reference into this Item 2.01 – Completion of Acquisition or Disposition of Assets.
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Item 9.01.
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Financial Statements and Exhibits.
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Exhibits
The exhibits required to be furnished as a part of this Current
Report on Form 8-K are listed in the Exhibit Index attached hereto and incorporated herein by reference.
EXHIBIT INDEX
SIGNATURES
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.
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EnSync, Inc.
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Dated: February 6, 2018
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By:
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/s/ Bradley L. Hansen
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Name: Bradley L. Hansen
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Title: Chief Executive Officer
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