Item 1.01 Entry into a Material Definitive Agreement.
On August 19, 2022 (the "Effective Date"), CPI Aerostructures, Inc. (the
"Company") entered into a Consent, Waiver and Tenth Amendment (the "Tenth
Amendment") to that certain Amended and Restated Credit Agreement with the
lenders named therein and BankUnited, N.A. ("BankUnited") as Sole Arranger,
Agent and a Lender, dated as of March 24, 2016 (as amended from time to time,
the "Credit Agreement").
Under the Tenth Amendment, the parties amended the Credit Agreement by (a)
increasing the maximum leverage ratio applicable for the fiscal quarter ending
September 30, 2022 to 5.0 to 1.0, (b) waiving and/or consenting to the exclusion
from the Company's financial covenant compliance requirements for the fiscal
quarters ended December 31, 2021, March 31, 2022, June 30, 2022 and September
30, 2022 up to (i) 566,024 of losses incurred and reserves taken under the
Company's welded product contracts, and (ii) $367,045 of reserves taken with
respect to the Company's welded product inventory, and (c) waiving and/or
consenting to the exclusion from the Company's financial covenant compliance
requirements for the fiscal quarters ended March 31, 2022, June 30, 2022,
September 30, 2022 and December 31, 2022 up to $795,997 of accrued severance and
COBRA costs and employer taxes incurred by the Company during the fiscal quarter
ending March 31, 2022. Additionally, under the Tenth Amendment, BankUnited
waived or consented to late delivery of certain financial information required
by the Credit Agreement.
The foregoing description is qualified in its entirety by reference to the Tenth
Amendment, a copy of which is attached to this Form 8-K as Exhibit 10.1 and
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
Exhibit Description
10.1* Consent, Waiver and Tenth Amendment to the Amended and Restated Credit
Agreement, dated as of August 17, 2022 by and between CPI Aerostructures, Inc.,
the several lenders from time to time party thereto, and BankUnited, N.A., as
Sole Arranger, Administrative Agent and Collateral Agent.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
* Certain exhibits and schedules to this exhibit have been omitted in accordance with
Regulation S-K Item 601(a)(5). The Company agrees to furnish supplementally a copy
of all omitted exhibits and schedules to the Securities and Exchange Commission upon its
request.
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