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
January 19, 2010
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(Date of Report)
ALANCO TECHNOLOGIES, INC.
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(Exact name of Registrant as specified in its charter)
0-9437
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(Commission File No.)
ARIZONA 86-0220694
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(State of other jurisdiction( (IRS Employer Identification No.)
15575 N 83RD WAY, SUITE 3, SCOTTSDALE, ARIZONA 85260
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(Address of Principal Executive Office) (Zip Code)
(480) 607-1010
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(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously safisfy the filing obligation of the registrant under any of
the following provisions (see General Instruction A.2. below):
( ) Written communication 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 January 18, 2010, Alanco Technologies, Inc., an Arizona corporation (the
"Company"), entered into a Common Stock Purchase Agreement (the "Stock Purchase
Agreement") with Seaside 88, LP, a Florida limited partnership ("Seaside"),
relating to the offering and sale (the "Offering") of up to 2,000,000 shares
(the "Shares") of the Company's common stock (the "Common Stock"). The Stock
Purchase Agreement requires the Company to issue and sell, and Seaside to
purchase, up to 200,000 shares of Common Stock once every two (2) weeks, subject
to the satisfaction of customary closing conditions, beginning on January 19,
2010 (the "Initial Closing") and ending on or about the date that is eighteen
(18) weeks subsequent to the Initial Closing. The purchase price of the Common
Stock at each closing is an amount equal to the lower of (i) the volume
weighted average of actual trading prices of the Common Stock on the NASDAQ
Capital Market (the "VWAP") for the ten consecutive trading days immediately
prior to a Closing Date multiplied by 0.86 and (ii) the VWAP for the trading
day immediately prior to a Closing Date multiplied by 0.88.
The Stock Purchase Agreement provides that the Company may terminate the
agreement at any time, so long as all other obligations of the Company to
Seaside, if any, have been retired or satisfied in full, upon ten days' prior
written notice to Seaside.
The Company has agreed to indemnify and hold harmless Seaside against certain
liabilities in connection with the issuance and sale of the Shares under the
Stock Purchase Agreement.
The price per share for the Initial Closing was $0.28486, and the Company
raised gross proceeds of $56,972 at such Closing. The amounts to be raised
in subsequent closings are not estimable as of the date of this Current
Report on Form 8-K.
The Offering is made pursuant to the Company's shelf registration statement on
Form S-3 (File No. 333-163288), which was declared effective by the Securities
and Exchange Commission on December 30, 2009. The Company, pursuant to Rule
424(b) under the Securities Act of 1933, has filed with the Securities and
Exchange Commission a prospectus supplement relating to the Offering.
In a separate transaction with Seaside, Seaside loaned the Company $350,000
pursuant to the Company's promissory note in said amount, payable on or before
May 1, 2010 (the "Promissory Note"). If not sooner paid, the net proceeds of
the sale of the Shares to Seaside will be applied to reduce the outstanding
balance of the Promissory Note.
Item 9.01 Financial Statements and Exhibits
Exhibits 99.1 Promissory Note
Common Stock Purchase Agreement
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.
Date: January 19, 2010 ALANCO TECHNOLOGIES, INC.
By: /s/John A Carlson
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Chief Financial Officer