cxdo_8k
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act
of 1934
Date of
report (Date of earliest event reported) April 21,
2020
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Crexendo, Inc.
(Exact Name of Registrant as Specified in Its Charter)
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Nevada
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001-32277
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87-0591719
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(State or Other Jurisdictionof Incorporation)
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(CommissionFile Number)
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(IRS EmployerIdentification No.)
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1615 S. 52nd Street, Tempe, AZ
85281
(Address of Principal Executive Offices) (Zip Code)
(602) 714-8500
(Registrant’s Telephone Number, Including Area
Code)
Not applicable.
(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 (see General Instruction A.2.
below):
☐
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))
Item 1.01. Entry into a Material Definitive Agreement.
Crexendo
Inc., (“Company”
or “”Borrower”), applied for and
received a loan (the “Loan”) from Infinity Bank (the
“Lender”) in the
aggregate principal amount of $1,000,626, pursuant to the Paycheck
Protection Program (the “PPP”) under the Coronavirus Aid,
Relief, and Economic Security Act (the “CARES Act”), which was enacted
March 27, 2020. The Loan was funded on April 21, 2020.
The
Loans is evidenced by a promissory note (a “Note”) dated April 21, 2020 issued
by the Borrower to the Lender. The first payment is due seven
months from the date of initial cash disbursement (which is the
initial deferral period as specified under the PPP) the Note bears
interest at a rate of 1.00% per annum. The Note may be prepaid by
Borrower at any time prior to maturity with no prepayment
penalties. Proceeds from the Loans will be available to Borrower to
fund designated expenses, including certain payroll costs, group
health care benefits and other permitted expenses, in accordance
with the PPP. Under the terms of the PPP, up to the entire amount
of principal and accrued interest may be forgiven to the extent
Loan proceeds are used for qualifying expenses as described in the
CARES Act and applicable implementing guidance issued by the U.S.
Small Business Administration under the PPP. The Company intends
that the Borrower will use their entire Loan amount for designated
qualifying expenses and to apply for forgiveness of the Loan in
accordance with the terms of the PPP. No assurance can be given
that the Borrowers will obtain forgiveness of the Loan in whole or
in part. The Company who had taken the "Keep Americans Connected
Pledge" and agreed not to stop any Crexendo customer's business or
residential phone service for non-payment during the applicable
period intends not to furlough employees while customers may have
difficulty making payments.
With
respect to any portion of either Loan that is not forgiven, the
Loan will be subject to customary provisions for a loan of this
type, including customary events of default relating to, among
other things, payment defaults, breaches of the provisions of the
applicable Note.
The
foregoing description of the SBA Loan and the Note does not purport
to be complete and is qualified in its entirety by reference to the
Note, a copy of which is attached to this Current Report on Form
8-K as Exhibit 10.1, and incorporated herein by reference into this
Item 1.01.
Item 2.03. Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a
Registrant.
The
information set forth in Item 1.01 of this Current Report on Form
8-K is hereby incorporated by reference into this Item
2.03.
ITEM 9.01.Financial Statements and Exhibits.
(d)
Exhibits.
Note issued by
Crexendo, Inc. to. Infinity Bank
Forward-Looking Statements
This
Current Report on Form 8-K contains forward-looking statements,
which include all statements that do not relate solely to
historical or current facts, such as statements concerning the
Company’s expectations, anticipations, intentions, or beliefs
regarding the Loan. These forward-looking statements are based on
management’s beliefs, as well as assumptions made by, and
information currently available to, management. Because such
statements are based on expectations and are not statements of
fact, actual results may differ materially from those projected and
are subject to a number of known and unknown risks and
uncertainties, including financial market conditions; actions by
the Loan parties; changes by the Small Business Association or
other governmental authorities regarding the CARES Act, the Payroll
Protection Program or related administrative matters; the
Company’s and Borrower’s ability to comply with the
terms of the Loan and the CARES Act, including to use the proceeds
of the Loan as described herein; and other risks and uncertainties
described under the headings “Forward-Looking
Statements,” “Risk Factors” and other sections of
the Company’s Annual Report on Form 10-K filed with the
Securities and Exchange Commission on March 3, 2020, and subsequent
filings. The Company undertakes no obligation to update any
forward-looking statements, whether as a result of new information,
future events or otherwise.
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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Crexendo,
Inc.
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Dated: April 21,
2020
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By:
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/s/
Ronald
Vincent
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Ronald
Vincent
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Chief Financial
Officer
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