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): May 2, 2005
GOAMERICA, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 0-29359 22-3693371
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(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
433 HACKENSACK AVENUE, HACKENSACK, NJ 07601
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (201) 996-1717
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):
|_| 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))
Item 1.01 Entry into a Material Definitive Agreement.
On May 2, 2005, GoAmerica, Inc. (the "Company") entered into a short term
loan agreement (the "Loan Agreement") with Hands On Video Relay Services, Inc.,
a Delaware corporation, and Hands On Sign Language Services, Inc., a California
corporation (collectively, the "Borrower"), while the parties explore a
strategic relationship. The Company may advance up to an aggregate of $500,000
to the Borrower, for certain purposes upon one or more requests, from the date
of the Loan Agreement through the earliest to occur of (a) termination of a no
shop agreement, entered into by the same parties concurrent with the Loan
Agreement, for any reason other than due to execution of a definitive agreement
for a strategic relationship or other transaction among the parties, (b) June
15, 2005, unless a definitive agreement has been executed, and (c) the
termination of any definitive agreement reached by the parties before the
closing of the transactions described in such definitive agreement. The amount
that the Borrower may borrow under the Loan Agreement may increase by up to
another $500,000, for an aggregate of $1,000,000, during the same period, under
certain circumstances. All amounts that the Company advances to the Borrower
will be secured, initially, by the assets acquired with such funds and will bear
interest at the prime rate.
If no definitive agreement is entered into by the parties, all principal and
accrued interest will be due and payable no later than the 90th day after the
expiration of the no shop agreement, which is scheduled to expire on June 15,
2005, unless extended by the parties. The parties are not obligated to enter
into a definitive agreement or close any transaction. If the transactions
described in any definitive agreement that may be entered into by the parties
have not been closed during the 12 month period immediately following any
advance made by the Company pursuant to the Loan Agreement, principal and
accrued interest will be payable in 12 monthly installments beginning after the
12 month anniversary of the advance. If the Borrower breaches the no shop
agreement or any material provision of any definitive agreement, the balance of
principal and accrued interest will become immediately due and payable and the
Borrower will grant the Company a broader security interest in substantially all
of the Borrower's assets until amounts due under the Loan Agreement are paid.
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.
GOAMERICA, INC.
By: /s/ Daniel R. Luis
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Daniel R. Luis
Chief Executive Officer
Dated: May 6, 2005