8-K

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): November 12, 2019

Qumu Corporation

(Exact name of Registrant as Specified in its Charter)

Minnesota

(State Or Other Jurisdiction Of Incorporation)

000-20728	41-1577970
(Commission File Number)	(I.R.S. Employer Identification No.)
510 1st Avenue North, Suite 305
Minneapolis, MN	55403
(Address Of Principal Executive Offices)	(Zip Code)

(612) 638-9100

Registrant’s Telephone Number, Including Area Code

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common stock, par value $0.01	QUMU	The NASDAQ Stock Market LLC

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
[  ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act
[  ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
[  ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934. [  ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

Items under Sections 2 through 7 are not applicable and are therefore omitted.

ITEM 1.02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT.

On November 12, 2019, Qumu Corporation (the “Company”) repaid in full its obligations under that certain term loan credit agreement dated January 12, 2018 with ESW Holdings, Inc., as administrative agent and lender (the “Credit Agreement”). The Credit Agreement, and a related Guaranty and Collateral Agreement dated January 12, 2018 among the Company, certain of its subsidiaries and ESW Holdings, Inc., were each terminated in accordance with their terms on November 12, 2019. In connection with the termination of the Credit Agreement and Guaranty and Collateral Agreement, ESW Holdings, Inc. released its security interest in the Company’s properties, rights and assets (including its equity interests in its subsidiaries).

To fund the repayment of the Credit Agreement obligations, the Company used approximately $4.8 million of the approximately $8.2 million in net proceeds, after deducting underwriting discounts and commissions and other estimated offering expenses payable by the Company, from the Company’s underwritten public offering of 3,652,000 shares of its common stock that closed on November 12, 2019.

ITEM 8.01 OTHER EVENTS.

On November 13, 2019, the Company issued a press release announcing the November 12, 2019 closing of the underwritten public offering and the Company’s repayment of its obligations under the Credit Agreement, a copy of which is attached as Exhibits 99.1 hereto and incorporated herein by reference.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

Exhibit No.	Description
99.1	Press Release issued by Qumu Corporation on November 13, 2019.

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, thereunto duly authorized.

	QUMU CORPORATION
	By:	/s/ David G. Ristow
		David G. Ristow
		Chief Financial Officer
Date: November 13, 2019

EX-99.1

EXHIBIT 99.1

Qumu Closes Public Offering of Common Stock,

Repays Term Debt in Full

Minneapolis, MN – November 13, 2019 – Qumu (NASDAQ: QUMU), the leading provider of best-in-class video technology for the enterprise, announced that on November 12, 2019 it closed on its previously announced underwritten public offering of 3,652,000 shares of its common stock. Craig-Hallum Capital Group acted as the sole managing underwriter for the offering. The net proceeds to Qumu from the offering were approximately $8.2 million, after deducting underwriting discounts and commissions and other estimated offering expenses payable by the company.

Also on November 12, 2019, Qumu used approximately $4.8 million of the net proceeds from the offering to repay all outstanding amounts under its term loan credit agreement with ESW Holdings, Inc. and the term loan credit agreement was terminated. The remaining net proceeds from the offering will be used for working capital and general corporate purposes.

“With this financing completed and the term loan repaid, we are in a strong financial position and ready to put our additional capital to work to support our plan for future growth,” said Vern Hanzlik, President and CEO of Qumu. “Our expanded sales pipeline and building operational momentum, when combined with continued execution against our growth strategy, should translate to accelerated growth and market share gains in years ahead.”

About Qumu

Qumu Corporation (Nasdaq: QUMU) is the leading provider of best-in-class tools to create, manage, secure, distribute and measure the success of live and on-demand video for the enterprise. Backed by the most trusted and experienced team in the industry, the Qumu platform enables global organizations to drive employee engagement, increase access to video, and modernize the workplace by providing a more efficient and effective way to share knowledge.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These include statements regarding, but not limited to, the expected uses of the proceeds from the offering. Forward-looking statements can be identified by the use of words such as “may,” “will,” “plan,” “should,” “expect,” “anticipate,” “estimate,” “continue” or comparable terminology. Forward-looking statements involve risks and uncertainties that could cause actual results or developments to differ materially from those indicated due to a number of factors affecting Qumu’s operations, markets, products and services. Qumu identifies the principal risks and uncertainties that impact its performance in its public reports filed with the SEC, including the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition” sections of Qumu’s most recent Annual Report on Form 10-K, as may be supplemented or amended by Qumu’s subsequent Quarterly Reports on Form 10-Q. Forward-looking statements speak only as of the date on which they are made and Qumu assumes no obligation to update any forward-looking statements.

Company Contact:

Dave Ristow

Chief Financial Officer

Qumu Corporation

Dave.Ristow@qumu.com

+1.612.638.9045

Investor Contact:

Matt Glover or Tom Colton

Gateway Investor Relations

QUMU@gatewayir.com

+1.949.574.3860

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