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) September 12, 2015

 

 

 

Net Element, Inc.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

  

001-34887

  

90-1025599

(State or Other Jurisdiction
of Incorporation)		   (Commission File
Number)		  

(IRS Employer
Identification No.)

 

 

3363 NE 163rd Street, Suite 705, North Miami Beach, FL 33160

 
             (Address of Principal Executive Offices)              (Zip Code)  
     
 

(305) 507-8808

  
  (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:

 

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))

 

  
             

 

 

 

 

 

Item 1.01Entry into a Material Definitive Agreement.

 

On September 12, 2015, Net Element, Inc. (the “Company”) and certain qualified institutional investors and certain institutional accredited investors who are parties to the two letter agreements, each dated August 4, 2015 and filed as Exhibits 10.1 and 10.2 respectively to the Current Report on Form 8-K filed with the Securities and Exchange Commission on August 4, 2015 (the “Letter Agreements”), agreed to further modify the Letter Agreements by extending the Moratorium Date (as defined in the Letter Agreements) to 11:59 pm EST on September 30, 2015.

 

Item 2.03Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement or a Registrant.

 

The disclosures of Item 1.01 of this Current Report are incorporated herein by this reference.

 

Item 3.03Material Modification to Rights of Security Holders

 

The information set forth in Item 1.01 of this Current Report is incorporated herein by reference.

 

 

 

 

 

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.

 

Dated: September 13, 2015

 

NET ELEMENT, INC.

 

 

By:  /s/ Jonathan New

Name: Jonathan New

Title: Chief Financial Officer