Yp Corporation 8-K 8-10-2005
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) is August 10, 2005
YP
CORP.
(Exact
name of registrant as specified in its charter)
Nevada
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000-24217
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85-0206668
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(State
or other jurisdiction of incorporation or jurisdiction)
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(Commission
File Number)
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(IRS
Employer Identification
Number)
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4840
E. Jasmine Street, Suite 105, Mesa, Arizona
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85205
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(Address
of principal
executive
office)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (480) 654-9646
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 (see
General
Instruction A.2. below):
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Item
1.01.
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Entry
into a Material Definitive
Agreement.
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On
August
10, 2005, YP and John Raven amended that certain Employment Agreement dated
September 21, 2004 pursuant to which Mr. Raven provided services to YP. Mr.
Raven was previously appointed Chief Technology Officer of YP in September
2003.
He became the Chief Operating Officer on June 23, 2005.
Under
the
Amendment No. 1 to the Employment Agreement, Mr. Raven will be entitled to
an
initial annual base salary of $181,500 beginning July 1, 2005, and, thereafter,
annual increases of at least 10%. He will also receive $30,000 and 25,000 shares
of YP’s Restricted Stock as additional performance bonuses.
All
other
material terms of Mr. Raven’s original Employee Agreement remain in full force
and effect.
Item
1.02.
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Termination
of a Material Definitive
Agreement.
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On
August
11, 2005, YP Corp. (“YP”)
terminated the Termination Agreements with each of Sunbelt Financial Concepts,
Inc. (“Sunbelt”),
an
entity controlled by Angelo Tullo, Advertising Management & Consulting
Services, Inc. (“AMCS”),
an
entity controlled by Gregory Crane, and Advanced Internet Marketing, Inc.
(“AIM”),
an
entity controlled by DeVal Johnson. These Termination Agreements concerned
the
termination of the prior Executive Consulting Agreements with each such entity.
YP made final payouts to these entities under the Termination Agreements ahead
of schedule in an effort to conclude the continuing relationships resulting
from
those agreements. The final payouts to these entities totaled approximately
$1,000,000.
The
portion of the termination payments attributable to consulting services are
amortized over the contractual period of service. Accordingly, the remaining
unamortized balance of approximately $212,000 at June 30, 2005 will be charged
to expense in the fourth quarter of fiscal 2005. The non-compete portion of
the
termination agreements remain unchanged and will continue to be expensed over
the life of the non-compete agreements.
Item
9.01.
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Financial
Statements and Exhibits.
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Exhibit
No.
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Item
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10
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Amendment
No.1 to Employee Agreement for John
Raven.
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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.
Date:
August 12, 2005
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YP
CORP.
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/s/
Peter Bergmann
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Peter
Bergmann, Chairman and Chief
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Executive
Officer
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