UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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) ~~September~~January 107, ~~2019~~2020

CROSSROADS LIQUIDATING TRUST

(Exact name of registrant as specified in its chapter)

Maryland

000-53504

82-6403908

(State or other jurisdiction

Of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

128 N. 13^th Street, #1100

Lincoln, Nebraska 68508

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code (402) 261-5345

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐

Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐

Solicitation 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))

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

Title of each class Trading Symbol Name of each exchange on which registered None None None

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 (§240.12b-2 of this chapter).

Emerging growth company ☐

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. ☐

Item 8.01

Other Events

Crossroads Liquidating Trust (the “Liquidating Trust”) has reported that ~~its~~it ~~portfolio~~has ~~company,~~completed ~~Zoosk,~~the ~~Inc.~~disposition ~~(“Zoosk”), was~~of ~~acquired~~its byinvestment in Spark Networks SE (NYSE American: LOV) (“Spark”). onIn July 12019, ~~2019.~~one Inof the ~~transaction, the~~ Liquidating Trust’s ~~entire~~portfolio companies, ~~position~~Zoosk, ofInc. ~~715~~(“Zoosk”),~~171~~ ~~shares~~was ofacquired ~~Series~~by ESpark. ~~Preferred~~In ~~Stock~~the ~~was~~transaction, ~~exchanged~~all ~~for a combination~~ of ~~cash~~the ~~and~~Liquidating ~~Spark~~Trust’s ~~ADSs (~~shares of ~~Spark).~~preferred Astock ~~portion~~in ofZoosk ~~the~~were ~~cash~~cancelled ~~consideration~~in isexchange ~~subject~~for to193,793 ~~certain~~American ~~escrow/holdback~~Depository ~~requirements~~Shares (“~~escrows~~ADSs”). in ~~The~~Spark ~~realized~~and $1,624,093 in cash ~~proceeds~~consideration, ~~from~~$146,987 ~~the~~of ~~Spark~~which ~~transaction~~is ~~will~~subject beto ~~dependent~~holdback ~~upon~~and escrow restrictions until December 31, 2020 (the ~~market~~“Restricted ~~performance~~Consideration”). ~~and~~There ~~liquidity~~is ofno ~~Spark~~assurance ~~stock and~~that the ~~release~~Liquidating Trust will receive any or all of ~~the~~such ~~escrows~~Restricted Consideration.

OnAs ~~September~~of 10December 31, 2019, the Liquidating Trust ~~issued~~has asold ~~press~~its ~~release~~position ~~announcing~~in ~~that~~Spark ~~its~~ADSs ~~trustees~~for ~~have~~total ~~approved~~net aproceeds ~~cash distribution~~ of $~~0.35 per unit to be paid on or about September 10~~972, ~~2019 to the holders of beneficial interests in the Liquidating Trust as of September 10, 2019~~702.

The ~~press~~Liquidating ~~release~~Trust iswill ~~attached~~issue ~~hereto~~an annual information statement to the holders of beneficial interest in the Liquidating Trust with information for their 2019 tax returns as ~~Exhibit~~soon 99as practicable.1 Additional information may be found in the Liquidating Trust’s Annual Report on Form 10-K filed with the U.S. Securities and Exchange Commission.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No.		Description
99.1		Press Release dated September 10, 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 hereunto duly authorized.

	CROSSROADS LIQUIDATING TRUST
Date: September 10, 2019	By:	/s/ Ben H. Harris
Date: January 7, 2020	By:	/s/ Ben H. Harris
		Ben H. Harris
		Administrator

Filing Compare · CROSSROADS LIQUIDATING TRUST