Item 1.01Entry into a Material Definitive Agreement
On April 16, 2021 (the "PSP3 Closing Date"), PASSUR Aerospace, Inc. ("the
Company"), a New York corporation, signed a Payroll Support Program 3 Agreement
(the "PSP3 Agreement") with the U.S. Department of the Treasury ("Treasury")
with respect to the Payroll Support Program 3 (the "PSP3") under Section 7301 of
the American Rescue Plan Act of 2021, and returned it to be countersigned by the
Treasury. The fully executed agreement was received by the Company on April 30,
2021.
PSP3 Agreement
Pursuant to the PSP3 Agreement, Treasury is to provide the Company with
financial assistance to be paid in installments (each, an "Installment")
expected to total in the aggregate approximately $1.3 million, to be used
exclusively for the purpose of continuing to pay employee salaries, wages and
benefits. The first Installment, in the amount of approximately $654,000
(representing 50% of the current expected total payment), has been received by
the Company. The remaining Installment is anticipated to be paid as follows: (i)
the remaining 50% of the total payment is anticipated to be paid in the second
quarter of 2021 and (ii) a possible additional final payment could be made
subsequently, based on any adjustments by Treasury to the initial expected total
payment.
Under the PSP3 Agreement, the Company agreed to (i) refrain from conducting
involuntary furloughs or reducing employee rates of pay or benefits through the
later of September 30, 2021 or the date all payments received under the PSP3
have been expended, (ii) limit executive compensation through April 1, 2023 and
(iii) suspend payment of dividends and stock repurchases through September 30,
2022. The PSP3 Agreement also imposes certain Treasury-mandated reporting
obligations on the Company.
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