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) May 14, 2012
TWIN CITIES POWER HOLDINGS, LLC
(Exact Name of Registrant as Specified in Charter)
Minnesota |
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333-179460 |
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27-1658449 |
(State or Other Jurisdiction of |
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(Commission File Number) |
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(IRS Employer |
16233 Kenyon Ave., Suite 210, Lakeville, Minnesota |
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55044 |
(Address of Principal Executive Offices) |
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(Zip Code) |
Registrants telephone number, including area code (952) 241-3103
n/a
(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 communication 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 May 14, 2012, Twin Cities Power, L.L.C. (TCP), a wholly owned subsidiary of Twin Cities Power Holdings, LLC (TCPH), entered into a First Amendment to Loan Documents (the First Amendment). The First Amendment modified the Loan Agreement, Secured Promissory Note, and Security Agreement, each dated July 16th, 2009 (the Loan Documents), pursuant to which Patrick C. Sunseri, an employee of TCP, loaned TCP $2,000,000 that was payable on demand (the Loan).
The First Amendment was entered into as an inducement to Mr. Sunseri to forbear from calling the Loan due and payable pursuant to the Loan Agreement. The First Amendment, among other things, does the following: (i) changes the interest accrual to the lower of 15% per annum based on a 365-day year and compounded annually, or at the highest rate permitted by law; (ii) creates a loan payment schedule, which provides for the amortization of principal and interest over a twelve month period beginning on May 1, 2012; and (iii) adds certain additional financial covenants and events of default. In addition to the personal guaranty provided by Timothy S. Krieger, TCPHs Chief Executive Officer, and Michael Tufte, in the event of a default by TCP, TCPH has provided a Corporate Guaranty guarantying TCPs obligations under the Loan Documents. In connection with the First Amendment, TCP also entered into a First Amendment to Employment Agreement with Mr. Sunseri, which provides for certain modifications in the calculation of profits by the division of TCP in which Mr. Sunseri operates and also requires TCP to maintain certain minimum amounts of working capital.
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 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.
Date: May 25, 2012 |
By |
/s/ Wiley H. Sharp III |
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Wiley H. Sharp III |
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Its |
Vice President Finance and Chief Financial Officer |