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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): January 9, 2019
PARK CITY GROUP, INC.
(Exact name of Registrant as specified in its Charter)
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Nevada
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001-34941
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37-1454128
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(State
or other jurisdiction of incorporation)
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(Commission
File No.)
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(IRS
Employer Identification No.)
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299 South Main
Street, Suite 2225, Salt Lake City, UT 84111
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(Address
of principal executive offices)
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(435)
645-2000
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(Registrant’s
Telephone Number)
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Not
Applicable
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(Former
name or 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 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))
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (17
CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934
(17 CFR 240.12b-2) ☐
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 ☐
1.01 Entry into a Material Definitive Agreement
Stand-Alone Revolving Note Amendment
On January 9, 2018,
Park City Group, Inc. (the “Company”)
and U.S. Bank N.A. (the “Bank”)
entered into an amendment (the “Amendment”)
to the outstanding Stand-Alone Revolving Note, as amended and
restated by the parties on February 12, 2018 (the
“Note”),
and the accompanying addendum. Pursuant to the Amendment, the
parties agreed to (i) extend the maturity date to December
31, 2019; (ii) increase the maximum amount the Company is able to
borrow under the Note to $6,000,000; (iii) increase the interest
rate to 1.75% per annum plus the greater of zero percent or
one-month LIBOR, (iv) convert the Note from a secured instrument to
an unsecured instrument; provided,
however, that the Company must maintain liquid assets equal
to the outstanding balance of the Note, and (v) to add a provision
requiring the Company to maintain a Senior Funded Debt to EBITDA
Ratio, as such terms are defined in the Amendment, of not more than
2:1.
Master Lease Agreement
On
January 9, 2019, the Company also entered into a Master Lease
Agreement (the “Lease
Agreement”) with the Bank, pursuant to which the
parties agreed that the Bank will finance up to an aggregate of
$1.0 million of equipment and services related to the
Company’s expansion and subsequent relocation of its data
center and construction of its new corporate facility, which it
will then lease back to the Company. Specific terms related to
future purchases shall be set forth in various schedules, which
shall be entered into by the parties from time to time, and which
shall incorporate the terms of the Lease Agreement.
The
foregoing descriptions of the Amendment and Lease Agreement do not
purport to be complete, and are qualified in their entirety by
reference to the same, attached hereto as Exhibits 10.1 and 10.2,
respectively, each of which are incorporated by reference
herein.
9.01.
Financial Statements and
Exhibits.
See
Exhibit Index.
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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PARK CITY GROUP INC.
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Date:
January 15, 2019
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By:
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/s/
Todd Mitchell
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Todd
Mitchell
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Chief
Financial Officer
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Exhibit Index
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Exhibit No.
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Description
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Amendment
to Note, dated January 9, 2019
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Master
Lease Agreement, dated January 9, 2019
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