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 30, 2010
Smart
Online, Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-32634
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95-4439334
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(State
or other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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4505 Emperor Blvd., Suite 320
Durham, North Carolina
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27703
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: 919-765-5000
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Not
Applicable
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(Former
name or former address if changed since last
report.)
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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:
¨ 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 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Registrant.
On
September 30, 2010, Smart Online, Inc. (the “Company”) sold an additional
convertible secured subordinated note due November 14, 2013 in the
principal amount of $300,000 (the “New Note”) to a current noteholder upon
substantially the same terms and conditions as the previously issued notes sold
on November 14, 2007, August 12, 2008, November 21, 2008,
January 6, 2009, February 24, 2009, April 3, 2009, June 2, 2009,
July 16, 2009, August 26, 2009, September 8, 2009, October 5, 2009, October 9,
2009, November 6, 2009, December 23, 2009, February 11, 2010, April 1, 2010,
June 2, 2010, July 1, 2010, August 13, 2010, August 30, 2010 and September 14,
2010 (collectively with the New Note, the “Notes”). The Company is
obligated to pay interest on the New Note at an annualized rate of 8% payable in
quarterly installments commencing December 30, 2010. The Company is not
permitted to prepay the New Note without approval of the holders of at least a
majority of the aggregate principal amount of the Notes then
outstanding.
All other
terms of the New Note are as described in Item 1 and Exhibit 4.1 of
the Forms 10-Q filed with the Securities and Exchange Commission on
November 14, 2007 and November 12, 2008, under Item 2.03 of the
Company’s Current Reports on Forms 8-K filed on November 21, 2008 and
February 25, 2009, and under Item 1.01 of the Company’s Current Report on
Form 8-K filed on March 8, 2010, which descriptions are incorporated herein by
reference.
The
Company plans to use the proceeds to meet ongoing working capital and capital
spending requirements.
Item 3.02
Unregistered Sales of Equity Securities.
The
information contained in Item 2.03 is hereby incorporated 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.
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Smart
Online, Inc.
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October
4, 2010
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By:
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/s/Dror Zoreff
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Name:
Dror Zoreff
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Title:
Interim President and Chief Executive
Officer
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