SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 17, 2021
GALAXY GAMING, INC.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation)
|(Commission File Number)||(I.R.S. Employer Identification No.)|
6480 Cameron Street Suite 305
Las Vegas, Nevada 89118
(Address of principal executive offices)
(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:
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))
Securities registered pursuant to Section 12(b) of the Act:
|Title of Each Class||Trading Symbol||Name of Exchange on Which Registered|
|Common Stock||GLXZ||OTCQB marketplace|
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). ☐
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. ☐
|Item 1.01||Entry into a Material Definitive Agreement|
On May 13, 2021, Galaxy Gaming, Inc. (“Galaxy” or the “Company”) and Zions Bancorporation, N.A. dba Nevada State Bank (the “Lender”) entered into a Forbearance to Amended and Restated Credit Agreement (the “Forbearance Agreement”).
As a result of the COVID-19 worldwide pandemic, the Lender has agreed to forbear from exercising certain rights and remedies under the Amended and Restated Credit Agreement, dated as of March 29, 2021 (the “Credit Agreement”), related to the Company’s compliance with the total leverage ratio and minimum EBITDA covenants for the measurement periods ending June 30, 2021 and September 30, 2021. Other than as specifically referenced in the Forbearance Agreement, the Credit Agreement remains in full force and effect.
The foregoing description of the Forbearance Agreement is not complete and is qualified in its entirety by reference to the Forbearance Agreement filed as Exhibit 10.1 hereto.
|Item 2.02.||Results of Operations and Financial Condition.|
On May 17, 2021, the Company issued a press release regarding its financial results for the quarter ended March 31, 2021. A copy of the press release is furnished as Exhibit 99.1 to this report.
The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
|Item 2.03||Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant|
The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
|Item 9.01||Financial Statements and Exhibits.|
Forbearance to Amended and Restated Credit Agreement, dated as of May 13, 2021, made between Galaxy Gaming, Inc., a Nevada corporation and Zions Bancorporation, N.A. dba Nevada State Bank, a Nevada state banking corporation.
Galaxy Gaming, Inc. Press Release Announcing First Quarter Earnings, dated May 17, 2021.
Signature Page Follows
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: May 17, 2021
GALAXY GAMING, INC.
/s/ Harry C. Hagerty
Harry C. Hagerty
Chief Financial Officer