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EX-99.1 - EXHIBIT 99.1 - JetPay Corpv355483_ex99-1.htm

 

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): September 18, 2013

 

JETPAY CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

Delaware 001-35170 90-0632274
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)

 

1175 Lancaster Avenue, Suite 100

Berwyn, PA 19312

(Address of Principal Executive Offices) (Zip Code)

 

(484) 324-7980

(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):

 

¨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 8.01.Other Events

 

On September 18, 2013, JetPay Corporation (“JetPay” or the “Company”) received notice from the Securities and Exchange Commission of the effectiveness of a Registration Statement on Form S-3 covering approximately 11 million shares of the Company’s common stock. Approximately 10 million of such shares, including those resulting from the conversion of warrants on December 28, 2012 previously issued by the Company, are now eligible for public trading, subject to any other trading restrictions. The Company issued a press release dated September 19, 2013, which is attached to this Current Report on Form 8-K as Exhibit 99.1, to announce the registration of such shares and to provide details to stockholders seeking to trade their shares.

 

Item 9.01.Financial Statements and Exhibits.

 

(d)Exhibits.

 

Exhibit Number Description
   
99.1 Press Release of the Company, dated September 19, 2013, announcing the Company’s registration of shares.

 

 
 

 

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.

 

Dated: September 19, 2013      
  JETPAY CORPORATION  
       
  By: /s/ Gregory M. Krzemien  
    Name: Gregory M. Krzemien  
    Title:Chief Financial Officer