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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 10/21/21 Sphere 3D Corp. 6-K 10/14/21 2:173K Newsfile Corp./FA |
Document/Exhibit Description Pages Size
1: 6-K Current, Quarterly or Annual Report by a Foreign HTML 9K
Issuer -- form6k
2: EX-99.1 Miscellaneous Exhibit -- exhibit99-1 HTML 143K
| Sphere 3D Corp.: Form 6-K - Filed by newsfilecorp.com |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of October 2021
Commission File Number: 001-36532
SPHERE 3D CORP.
895 Don Mills Road, Bldg. 2, Suite 900
Toronto, Ontario, M3C1W3, Canada
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
The information contained in this Form 6-K is incorporated by reference into, or as additional exhibits to, as applicable, the registrant's outstanding registration statements.
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
On October 14, 2021, Sphere 3D Corp. ("Sphere"), HVE Inc. ("HVE") and Filecoiner, Inc. ("Filecoiner") entered into an Acquisition Agreement under which Sphere's wholly-owned subsidiary HVE sold the assets, including intellectual property, associated with Sphere's Snap product line to Filecoiner, in exchange for shares of Series B stock of Filecoiner with an aggregate stated value equal to $8 million (the "Acquisition Agreement"). The preferred shares will have a liquidation preference of $1,000 per share, not accrue dividends nor have voting rights. During any 12-calendar month period, 25% of the shares of Series B Preferred Stock shall be convertible at the option of the holder into common shares at the conversion price, which shall initially be $8.00 per share, subject to adjustment as set forth in the certificate of designation for the Series B preferred stock. Filecoiner will also use 1.5% of its annual gross revenue to redeem any outstanding shares of Series B Preferred Stock. This amount will be paid to the holder of the Series B preferred stock within 15 days of the completion of Filecoiner's audited financial statements.
In a separate transaction, on October 14, 2021, Sphere purchased 1,500,000 shares of common stock of Filecoiner at a price equal to $4.00 per share.
The foregoing summary of the terms of the Acquisition Agreement are subject to, and qualified in its entirety by reference to the full text of the Acquisition Agreement filed hereto as Exhibit 99.1, to this Current Report on Form 6-K.
SUBMITTED HEREWITH
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Exhibits |
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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, thereunto duly authorized.
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SPHERE 3D CORP. |
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Date: October 20, 2021 |
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Name: Peter Tassiopoulos |
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Title: Chief Executive Officer |
| This ‘6-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
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| Filed as of: | 10/21/21 | None on these Dates | ||
| Filed on: | 10/20/21 | |||
| For Period end: | 10/14/21 | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/31/22 Sphere 3D Corp. 20-F 12/31/21 126:9.9M 1/05/22 Sphere 3D Corp. F-4 135:51M EdgarAgents LLC/FA |