Current Report Filing (8-k)
August 01 2019 - 6:16AM
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 31, 2019
VERUS
INTERNATIONAL, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-34106
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11-3820796
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
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9841
Washingtonian Boulevard, #390
Gaithersburg,
MD 20878
(Address
of principal executive offices) (zip code)
(301)
329-2700
(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:
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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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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities
registered pursuant to Section 12(b) of the Act: None.
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 [X]
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
July 31, 2019 (the “Closing Date”), Verus International, Inc., a Delaware corporation (the “Company”),
Verus Foods, Inc., a corporation organized under the laws of Nevada and a wholly owned subsidiary of the Company (“Verus
Foods” and, together with the Company, the “Borrowers”), entered into a secured, $500,000 revolving credit
agreement (the “New Credit Facility”) with The Columbia Bank (the “Lender”).
Borrowings
under the New Credit Facility accrue interest at a one-month LIBOR-based rate plus 300 basis-points (5.28% as of the Closing Date).
The
outstanding balance under the New Credit Facility may be prepaid at any time without premium or penalty. The New Credit Facility
contains customary affirmative and negative covenants, including a borrowing base requirement upon each request for an advance
from the New Credit Facility.
Additionally,
the New Credit Facility contains customary events of default and remedies upon an event of default, including the acceleration
of repayment of outstanding amounts under the New Credit Facility.
The
Borrower’s performance and payment obligations under the New Credit Facility are guaranteed by substantially all
of the Borrower’s assets.
The
Lender of the New Credit Facility has performed, and may in the future perform, various commercial banking services for the Company
and its subsidiaries, for which it has received, and may in the future receive, customary fees and expenses.
The
foregoing description of the New Credit Facility is only a summary and is qualified in its entirety by reference to the complete
text of the New Credit Facility, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein
by reference.
Item 2.03. Creation of a Direct
Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Company.
The information set forth in Item 1.01
of this Current Report on Form 8-K is incorporated by reference in this Item 2.03.
Item
8.01. Entry into a Material Definitive Agreement.
On
July 31, 2019, the Company issued a press release announcing the New Credit Facility. A copy of the press release is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
Item
9.01. Financial Statements and Exhibits.
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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Verus
International, Inc.
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Dated:
August 1, 2019
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/s/
Anshu Bhatnagar
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Anshu
Bhatnagar
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Chief
Executive Officer
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Verus (CE) (USOTC:VRUS)
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