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): December 29, 2011
TRX, INC.
(Exact Name Of Registrant As Specified In Charter)
| Georgia | 000-51478 | 58-2502748 | ||
| (State of Incorporation) | (Commission File No.) |
(I.R.S. Employer Identification No.) |
2970 Clairmont Road, Suite 300
Atlanta, Georgia 30329
(Address of principal executive offices, including zip code)
(404) 929-6100
(Registrant’s telephone number, including area code)
Not applicable
(Former name or 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):
| ¨ | 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 December 29, 2011, TRX Inc., (“TRX”) executed a fifth letter of amendment (the “Amendment”) to the Master Services Agreement between TRX and Expedia, Inc. (“Expedia”), dated January 1, 2007 and amended on March 30, 2007, February 19, 2009, December 23, 2009, October 29, 2010 and December 30, 2010 (the “Agreement”). The Amendment extends the Agreement to December 31, 2013 and renews certain services through December 31, 2012 and other services through December 31, 2013.
TRX does not expect the Amendment to materially alter its previously disclosed expectations about its revenue trend from Expedia.
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.
| TRX, INC. | ||
| (Registrant) | ||
| Date: January 4, 2012 | /s/ David D. Cathcart | |
| David D. Cathcart Chief Financial Officer | ||