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
May 27, 2010
------------------
(Date of Report)
ALANCO TECHNOLOGIES, INC.
-------------------------
(Exact name of Registrant as specified in its charter)
0-9437
---------
(Commission File No.)
ARIZONA 86-0220694
--------------------------- ---------------------------------
(State of other jurisdiction( (IRS Employer Identification No.)
15575 N 83RD WAY, SUITE 3, SCOTTSDALE, ARIZONA 85260
-------------------------------------------------------
(Address of Principal Executive Office) (Zip Code)
(480) 607-1010
----------------------------------------------------
(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 May 26, 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 1,800,000 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 300,000 shares of Common Stock once every two (2) weeks, subject
to the satisfaction of customary closing conditions, beginning on May 27, 2010
(the "Initial Closing") and ending on or about the date that is ten (10) weeks
subsequent to the Initial Closing. The purchase price of the Common Stock at
each closing in 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 0.87 and (ii) the VWAP for the trading day
immediately prior to a Closing Date multiplied by 0.90.
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 $.23481, and the Company raised
gross proceeds of $70,443 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 Exhange 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.
Item 9.01 Financial Statements and Exhibits
Exhibits 99.1 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: May 27, 2010 ALANCO TECHNOLOGIES, INC.
By: /s/John A Carlson
-----------------------
Chief Financial Officer