Current Report Filing (8-k)
September 09 2022 - 4:03PM
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):
September 9, 2022 (September 2, 2022)
PRINCETON CAPITAL
CORPORATION
(Exact name of registrant as specified in its
charter)
Maryland |
|
814-00710 |
|
46-3516073 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
ID Number) |
800 Turnpike Street
Suite 300
North
Andover, Massachusetts |
|
01845 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: (978) 794-3366
(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:
☐ |
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).
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. ☐
Securities registered pursuant to Section 12(b)
of the Act:
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which
registered |
None |
|
None |
|
None |
Item 1.01. Entry into a Material Definitive Agreement.
Settlement Agreement
As previously disclosed in
Princeton Capital Corporation’s (the “Company”) prior filings with the Securities and Exchange Commission (the “SEC”),
on March 14, 2019, the Company filed a lawsuit (the “State Litigation”) in the 165th District Court of Harris County,
Texas (the “Texas District Court”) against Great Value Storage, LLC (“GVS”), World Class Capital Group, LLC (“World
Class”), and Natin Paul. GVS is one of the Company’s portfolio companies. The State Litigation is captioned as Princeton
Capital Corporation v. Great Value Storage, et al., Case No. 2019-18855. On March 9, 2021, the Texas District Court ordered that GVS
and World Class were liable to the Company for contract damages of $9,759,713.84 and attorneys’ fees of $150,887.50 (the “Judgment”).
On September 8, 2021, the court granted the appointment of a receiver.
As also previously disclosed
in the Company’s prior filings with the SEC, certain affiliated parties of GVS, including GVS Texas Holdings I, LLC, have filed
a voluntary petition for relief (the “Bankruptcy Cases”) under Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court for the Northern District of Texas (the “Bankruptcy Court”). On April 27, 2022, the Company commenced
an adversary proceeding in the Bankruptcy Court captioned Princeton Capital Corporation v. GVS Texas Holdings I, LLC, et al, Adv.
Proceeding No. 22-03043 (the “Adversary Proceeding”) alleging causes of action against certain related parties for, among
other things, fraudulent transfer and breach of contract.
On September 2, 2022, the
Company, Natin Paul (on behalf of himself individually and on behalf of all entities that he either owns or controls), Natin Paul (on
behalf of all adversary defendants in the Adversary Proceeding), Natin Paul (on behalf of the reorganized debtors in the Bankruptcy Cases),
World Class Holdings I, LLC, and Phoenix Lending, LLC, as the Assignee of the Transaction Documents (including certain Promissory Notes)
that were the subject of the State Litigation, entered into a settlement, assignment and acceptance agreement (the “Settlement Agreement”)
pursuant to which, pending approval by the Bankruptcy Court and certain other conditions precedent, the Assignee will pay to the Company
the amount of $11,372,698.89 within three (3) days after the Bankruptcy Court’s approval and the completion of certain other conditions
precedent set forth in the Settlement Agreement, in exchange for (i) duly endorsed Transaction Documents, (ii) notices of dismissal with
prejudice in the Adversary Proceeding, (iii) notices of the assignment of the Promissory Notes and Judgment, and (iv) notices withdrawing
certain claims by the Company.
The foregoing description
of the Settlement Agreement does not purport to be complete and is qualified in its entirety by the text of the agreement, a copy of which
is expected to be filed as an exhibit to the Company’s Form 10-Q for the quarter ended September 30, 2022.
SIGNATURE
Pursuant to the requirements of the Securities
and Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereto duly
authorized.
Dated: September 9, 2022
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PRINCETON CAPITAL CORPORATION |
|
|
|
By: |
/s/
Gregory J. Cannella |
|
|
Name: |
Gregory
J. Cannella |
|
|
Title: |
Chief Financial Officer |
2
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