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): March 10, 2010
Roomlinx, Inc.
(Exact Name of Registrant as Specified in its Charter)
| Nevada | | 000-26213 | | 83-0401552 |
| (State or Other Jurisdiction | | (Commission | | (IRS Employer |
| of Incorporation) | | File Number) | | Identification No.) |
2150 W. 6th Ave., Unit H, Broomfield, Colorado 80020
(Address of Principal Executive Offices) (Zip Code)
303-544-1111
(Registrant's telephone number, including area code)
(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 (see General Instruction A.2. below):
| 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 1.01. Entry into a Material Definitive Agreement
On March 10th, 2010, Roomlinx, Inc., a Nevada corporation (“Roomlinx”), and Cenfin LLC executed a First Amendment (the “Amendment”) to the Revolving Credit, Security and Warrant Purchase Agreement previously entered into by them on June 5, 2009 (the “Original Agreement”). Pursuant to the Amendment, the Revolving Credit Commitment under the Original Agreement has been increased from $5,000,000 to $25,000,000 and the permitted Use of Proceeds has been expanded to include certain capital expenditures. The remaining terms of the Original Agreement were not amended. A description of the terms of the Original Agreement is contained in the Current Report on Form 8-K filed by Roomlinx on June 11, 2009. Cenfin LLC is an affiliate of Jennifer Just and Matthew Hulsizer, joint owners of in excess of 20% of Roomlinx common stock. Jennifer Just is the sister of Judson Just, a Roomlinx director. The Amendment was approved by a majority of the members of the Roomlinx board of directors, excluding Judson Just.
On March 11, 2010, the Company issued a Press Release. A copy of the Press Release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
| Exhibit | Description of Exhibit |
| 10.1 | First Amendment to Revolving Credit, Security and Warrant Purchase Agreement, dated March 10, 2010, between Roomlinx, Inc. and Cenfin LLC. |
| 99.1 | Press Release issued by the Company on March 11, 2010. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Dated: March 10, 2010 | ROOMLINX INC. | |
| | | | |
| | By: | /s/ Michael S. Wasik | |
| | Michael S. Wasik | |
| | President, Chief Executive Officer and Chief Financial Officer | |
