UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, DC
20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of the Securities and Exchange Act of 1934
Date of
Report (Date of earliest reported): July 17, 2009
LATTICE
CORPORATION
(Exact
name of registrant as specified in charter)
|
Delaware
|
000-10690 |
22-2011859 |
| (State
or Other Jurisdiction of |
(Commission
File Number) |
(IRS
Employer |
| Incorporation
or Organization) |
|
Identification
No.) |
7150 N. Park Drive, Pennsauken, New
Jersey 08109
(Address
of principal executive offices) (Zip Code)
Registrant's
telephone number, including area code: (856) 910-1166
Copies
to:
Gregory
Sichenzia, Esq.
Sichenzia
Ross Friedman Ference LLP
61
Broadway, 32nd
Floor
New
York, New York 10006
Phone:
(212) 930-9700
Fax:
(212) 930-9725
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 communications
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 July 17, 2009, Lattice Incorporated
(the “Company”) and its wholly-owned subsidiary, Ricciardi Technologies, Inc.
(“RTI”), entered into a Financing and Security Agreement (the “Agreement”)
with and Action Capital Corporation (“Action
Capital”).
Pursuant
to the terms of the Agreement, Action Capital agreed to provide the Company with
advances of up to 90% of the net amount of certain acceptable account
receivables of the Company (the “Acceptable Accounts”). The maximum
amount eligible to be advanced to the Company by Action Capital under the
Agreement is $3,000,000. The Company shall pay Action Capital
interest on the advances outstandiong under the Agreement equal to the prime
rate of Wachovia Bank, N.A. in effect on the last business day of the prior
month plus 1%. In addition, the Company shall pay a monthly fee to
Action Capital equal to 0.75% of the total amount billed.
Pursuant
to the terms of the Agreement, Action Capital shall have full recourse when an
account is not paid in full by the respective customer within 90 days of the
date of purchase. In addition, pursuant to the Agreement, the
Company granted Action Capital a security interest in certain assets of the
Company including all accounts, accounts receivable, contract rights, rebates
and books and records pertaining to the foregoing.
Item
2.03 Creation of a Direct Financial Obligation or an Obligation Under an Off
Balance Sheet Arrangement of a Registrant
See Item
1.01 above
Item
9.01 Financial Statements and Exhibits
(a)
Financial statements of business acquired.
Not
applicable.
(b) Pro
forma financial information.
Not
applicable.
|
10.22
|
Financing
and Security Agreement dated July 17,
2009
|
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.
| |
LATTICE
INCORPORATED |
|
| |
|
|
|
|
Date: July 23,
2009
|
By:
|
/s/ Joe
Noto |
|
| |
|
Name: Joe
Noto |
|
| |
|
Title: Chief Financial
Officer |
|