Business Context and Reporting Period
This Form 8-K was filed by TSS, Inc. on June 23, 2021, reporting a material event that occurred on the same date. The company is incorporated in Delaware and maintains its principal executive offices in Round Rock, Texas.
Key Financial Metrics
The filing details the repayment of specific debt obligations rather than providing comprehensive financial statements. Key figures include:
- Total Debt Repaid: $352,000
- Original Principal Amount: $400,000 ($100,000 to Andrew Berg and $300,000 to Glen Ikeda)
- Discount Received: 12% on the principal amount
- Cash Outflow: $264,000 paid to Mr. Berg and $88,000 paid to Mr. Ikeda
The filing text does not provide clear values for revenue, profit, operating cash flow, margins, total debt, or overall liquidity positions outside of this specific transaction.
Material Changes
The primary material change is the termination of two material definitive agreements (promissory notes) originally issued in October 2017. The notes, which had a maturity date of July 19, 2022, were paid in full prior to maturity. This action resulted in a reduction of the company's outstanding indebtedness by $400,000 and a gain from the 12% discount applied to the principal.
Guidance, Outlook, and Risks
The filing contains no management commentary regarding future guidance, outlook, or general risk factors. The only contingency addressed was the specific agreement to provide a 12% discount to the lenders if the debt was satisfied on or before June 23, 2021, a condition the company successfully met.
Investor Verification Checklist
- Verify the impact of the $48,000 discount ($400,000 principal minus $352,000 paid) on the company's net income for the period.
- Confirm the remaining total debt load of the company following this repayment.
- Review the company's cash balance to assess liquidity after the $352,000 cash outflow.
- Check for any related party transaction disclosures regarding Andrew Berg and Glen Ikeda.