Current Report Filing (8-k)
07 August 2017 - 10:27PM
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)
August
1, 2017
____________________________
Ironclad
Performance Wear Corporation
(Exact
name of registrant as specified in charter)
Nevada
(State or other Jurisdiction of Incorporation)
0-51365
(Commission
File Number)
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98-0434104
(IRS Employer Identification No.)
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1920
Hutton Court, Suite 300
Farmers
Branch, TX 75234
(Address
of Principal Executive Offices and zip code)
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(972)
996-5664
(Registrant’s
telephone
number, including area code)
Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of registrant under
any of the following provisions:
[ ]
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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(b) under
the Exchange Act (17 CFR 240.14a-12(b))
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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 (17 CFR
230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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
1.01
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Entry
into a Material Definitive Agreement.
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On August 1, 2017,
the Registrant entered into a Forbearance and Modification Agreement with Radians Wareham Holdings, Inc. (“Radians”)
pursuant to which Radians agreed to forbear, until 12:00 p.m. Central Time on August 7, 2017, from exercising available remedies
under that certain Revolving Loan and Security Agreement dated November 28, 2014, originally entered into among Capital One, National
Association (“Capital One”), the Registrant and Ironclad Performance Wear Corporation, a California corporation (“Ironclad
California”) and wholly-owned subsidiary of the Registrant (as amended to date, the “Loan Agreement”), and related
documents (the “Loan Documents”), in connection with the Registrant’s failure to provide materially complete
and correct financial statements as required under the Loan Agreement for the fiscal years ended December 31, 2015 and 2016, and
for the fiscal quarters ended March 31, June 30 and September 30, 2016 and March 31, 2017, as evidenced by the Registrant’s
disclosure that such financial statements should no longer be relied upon due to misstatements resulting from the accounting treatment
for certain sale transactions during such periods. Radians acquired the outstanding indebtedness under the Loan Documents from
Capital One on July 25, 2017.
In consideration
for Radians’ agreement to forbear from exercising available remedies under the Loan Documents the Registrant and Ironclad
California (the “Borrowers”) agreed to fully release Radians from existing claims under the Loan Documents, and further
agreed to a prepayment fee of $120,000 in the event the Borrowers repay indebtedness under the Loan Documents with financing from
a financial or lending institution, or in connection with the acquisition of the Borrowers or their assets by a third party other
than Radians and/or its affiliates, provided that the Borrowers will receive a credit for the prepayment fee to the extent the
revolving loan is repaid and thereafter Radians and/or its affiliates are party to a transaction acquiring the Borrowers or their
assets.
While the Registrant
intends to seek a further forbearance from Radians the Registrant can provide no assurance that Radians will agree to such a forbearance
or that the terms that Radians will require for such a forbearance will be acceptable to the Registrant.
SIGNATURE
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.
IRONCLAD PEFORMANCE WEAR CORPORATION
Date: August 7, 2017
By:
/s/ James
McAlister____________________
James McAlister
Chief Financial Officer
& Secretary