Current Report Filing (8-k)
July 14 2017 - 04:03PM
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):
July 10, 2017
Crossroads Systems, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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001-15331
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74-2846643
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(State or other Jurisdiction of Incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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11000 North MoPac Expressway #150, Austin, Texas
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78759
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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:
(512) 349-0300
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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 follow provisions:
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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 (§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. ☐
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Item 1.02.
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Termination of a Material Definitive Agreement.
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On July 10, 2017, Crossroads Systems, Inc.
(the “
Company
”) received an early termination notice from Intrepidus Holdings LLC (“
Intrepidus
”)
in connection with that certain Investment Agreement entered into as of October 27, 2015 (the “
Agreement
”)
by and among the Company, Intrepidus and TQ Zeta LLC (“
TQ Zeta
” and, together with Intrepidus, the “
Investors
”),
following receipt of notice from the Company of termination of its inter partes review (“
IPR
”) proceedings.
On July 12, 2017, the Company received an early termination notice from TQ Zeta in connection with the Agreement.
Pursuant to the Agreement, the Investors
paid $10 million to the Company, to be used by the Company for the repayment of outstanding indebtedness obligations to CF DB EZ
LLC (as assignee of Fortress Credit Co. LLC) in the approximate amount of $2.7 million and the payment of certain permitted expenses
related to the Company’s legal, licensing and other expenses related to the Company’s ’972 patent family. As
previously disclosed, the Company received two decisions from the United States Court of Appeals for the Federal Circuit in connection
with its IPR proceedings affirming the decisions of the Patent Trial and Appeal Board of the United States Patent and Trademark
Office that the Company’s patent claims subject to such IPRs are unpatentable. Pursuant to the terms of the Agreement, the
Company returned to each of Intrepidus and TQ Zeta the portion of funds allocated to such Investor of the aggregate remaining amount
of $420,594.90. Following such full repayment by the Company to the Investors, the Agreement terminated.
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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CROSSROADS SYSTEMS, INC.
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Dated: July 14, 2017
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By:
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/s/ Richard K. Coleman, Jr.
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Name:
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Richard K. Coleman, Jr.
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Title:
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President and Chief Executive Officer
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