Asure Software Files 8-K: Material Agreement & Financials

TL;DR

Asure Software (ASUR) filed an 8-K on 10/31/24 for a material agreement and financials.

AI Summary

On October 31, 2024, Asure Software, Inc. filed an 8-K report detailing a material definitive agreement. The filing also includes financial statements and exhibits, indicating significant corporate activity for the company.

Why It Matters

This filing signals a significant corporate event for Asure Software, Inc., potentially impacting its business operations, financial standing, and investor outlook.

Risk Assessment

Risk Level: medium — Material definitive agreements and financial statement filings can introduce uncertainty or reveal important financial information that may affect stock price.

Key Players & Entities

• Asure Software, Inc. (company) — Registrant
• October 31, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.01 — e on which registered Common Stock, $0.01 par value ASUR The Nasdaq Capital M
• $25 million — 4, the Company may offer and sell up to $25 million of shares of Common Stock pursuant to t

Filing Documents

• tm2426838d2_8k.htm (8-K) — 36KB
• tm2426838d2_ex1-1.htm (EX-1.1) — 229KB
• tm2426838d2_ex5-1.htm (EX-5.1) — 10KB
• tm2426838d2_8kimg001.jpg (GRAPHIC) — 16KB
• tm2426838d2_ex5-1img001.jpg (GRAPHIC) — 7KB
• 0001104659-24-113048.txt ( ) — 602KB
• asur-20241031.xsd (EX-101.SCH) — 3KB
• asur-20241031_def.xml (EX-101.DEF) — 26KB
• asur-20241031_lab.xml (EX-101.LAB) — 36KB
• asur-20241031_pre.xml (EX-101.PRE) — 25KB
• tm2426838d2_8k_htm.xml (XML) — 5KB

01

Item 1.01 Entry into a Material Definitive Agreement. On October 31, 2024, Asure Software Inc., a Delaware corporation (the "Company"), entered into a Sales Agreement (the "Sales Agreement") with Roth Capital Partners, LLC (the "Agent"). The Sales Agreement provides for the offer and sale of the Company's common stock, par value $0.01 per share (the "Common Stock"), from time to time through an "at the market offering" program under which the Agent will act as sales agent or principal, subject to certain limitations, including the maximum aggregate dollar amount registered pursuant to the applicable prospectus supplement. Pursuant to the prospectus supplement filed by the Company on October 31, 2024, the Company may offer and sell up to $25 million of shares of Common Stock pursuant to the Sales Agreement. Under the Sales Agreement, the Company will specify the parameters for the sale of the shares of Common Stock, including the number of shares to be issued, the time period during which sales are requested to be made, any limitation on the number of shares that may be sold in any one trading day and any minimum price below which sales may not be made. Subject to the terms and conditions of the Sales Agreement, the Agent may sell the shares of Common Stock by any method permitted by law deemed to be an "at the market offering" as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended, including sales made directly on the NASDAQ Capital Market ("Nasdaq") or on any other existing trading market for the Common Stock, in negotiated transactions at market prices prevailing at the time of sale or at prices related to such prevailing market prices and/or any other method permitted by law. The Agent will use commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of Nasdaq. The Company has no obligation to sell any shares of Common Stock

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 1.1 Sales Agreement, dated October 31, 2024, by and between Asure Software, Inc. and Roth Capital Partners, LLC. 5.1 Legal Opinion of Cozen O'Connor P.C. 23.1 Consent of Cozen O'Connor P.C. (included in Exhibit 5.1). 104 Cover Page Interactive Data File (embedded with the Inline XBRL document). 3

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. ASURE SOFTWARE, INC. Dated: October 31, 2024 By: /s/ John Pence Chief Financial Officer, Principal Financial Officer and Principal Accounting Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR