-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IzEKd34hEbpDEv+aO0uNU+YTSspctBqxq6ailXeM8gH7p8UEN7IIgW1+SpoKFTM3 BD51InDt3/q9Zm2Gc7iyEQ== 0001144204-09-057172.txt : 20091106 0001144204-09-057172.hdr.sgml : 20091106 20091106170223 ACCESSION NUMBER: 0001144204-09-057172 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20091102 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20091106 DATE AS OF CHANGE: 20091106 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Zoo Entertainment, Inc CENTRAL INDEX KEY: 0001326652 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-124829 FILM NUMBER: 091165488 BUSINESS ADDRESS: STREET 1: C/O TRINAD CAPITAL STREET 2: 2121 AVENUE OF THE STARS, SUITE 2550 CITY: LOS ANGELES, STATE: CA ZIP: 90067 BUSINESS PHONE: 310.601.2500 MAIL ADDRESS: STREET 1: C/O TRINAD CAPITAL STREET 2: 2121 AVENUE OF THE STARS, SUITE 2550 CITY: LOS ANGELES, STATE: CA ZIP: 90067 FORMER COMPANY: FORMER CONFORMED NAME: Driftwood Ventures, Inc. DATE OF NAME CHANGE: 20050510 8-K 1 v165199_8k.htm
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): November 2, 2009

 ZOO ENTERTAINMENT, INC.
(Exact name of registrant as specified in its charter)

Delaware
333-124829
71-1033391
     
(State or Other Jurisdiction
(Commission File Number)
(I.R.S. Employer
of Incorporation)
  
Identification No.)

2121 Avenue of the Stars, Suite 2550
Los Angeles, CA 90067
(Address of principal executive
offices including zip code)

(310) 601-2500

(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:

  o
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
  o
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
  o
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
  o
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 
 
 

On November 2, 2009, Zoo Entertainment, Inc. (the “Company”) entered into Amendment No. 5 to Senior Secured Convertible Note (“Amendment No. 5”), with the requisite holders of the Company’s outstanding senior secured convertible notes issued in the aggregate principal amount of $11,150,000 (the “Notes”).  Amendment No. 5 further extends the maturity date of the Notes to February 2, 2010.  Amendment No. 5 also provides that the Notes shall automatically convert into shares of common stock upon the consummation of a sale of shares of common stock that results in aggregate gross proceeds to the Company of at least $4,000,000, at a price per share equal to $0.20.   Notwithstanding, if the Notes do not convert on or prior to February 2, 2010, Amendment No. 5 provides that the provisions of the Notes, as amended, with respect to automatic conversion shall become null and void and shall be of no further effect.

As previously disclosed in those Current Reports on Form 8-K filed with the Securities and Exchange Commission (the “Commission”) on July 11, 2008, July 17, 2008, August 1, 2008 and August 15, 2008, which are incorporated herein by reference, the Company entered into that certain Note Purchase Agreement, dated as of July 7, 2008, as amended, pursuant to which the Company consummated a financing to raise $9,000,000 through the sale of Notes to certain investors.  On July 7, 2008, the Company issued a Note to Trinad Capital Management, LLC in the principal amount of $750,000.  Additionally, on September 26, 2008, the Company entered into that certain Note Purchase Agreement, pursuant to which the Company consummated a second financing to raise $1,400,000 through the sale of Notes to certain investors, as previously disclosed in that Current Report on Form 8-K filed with the Commission on October 2, 2008, which is incorporated herein by reference.  On October 6, 2009, the Company entered into that certain Amendment No. 4 to Senior Secured Convertible Note, which, among other things, extended the maturity date of the Notes to November 2, 2009, as previously disclosed in that Current Report on Form 8-K filed with the Commission on October 6, 2009, which is incorporated by reference herein.


 
 
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.
 

Date: November 6, 2009
      
 
ZOO ENTERTAINMENT, INC.
  
   
 
 
  
 
By:
/s/ David Fremed
  
 
Name:
David Fremed
  
 
Title:
Chief Financial Officer
  

 
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