Item 1.01 Entry into a Material Definitive Agreement
On
Borrowings under the Loan Agreement may be used to satisfy existing indebtedness, to pay fees and transaction expenses associated with the closing of the Credit Facility, to pay obligations in accordance with the Loan Agreement, to make permitted acquisitions and for working capital and other lawful corporate purposes of the Company, including, but not limited to, the making of capital expenditures and distributions, all in accordance with the terms of the Loan Agreement.
Availability under the Credit Facility is based on eligible accounts receivable and inventory, less (i) reserves established in accordance with the terms of the Loan Agreement and (ii) any outstanding loans and letters of credit issued under the Credit Facility. The Company is required to pay a commitment fee based on the daily unused portion of the Credit Facility.
The Loan Agreement contains customary affirmative and negative covenants,
including covenants that restrict the Company's ability to incur additional
indebtedness, incur liens, pay dividends on the Company's capital stock, make
other restricted payments, including investments, transfer all or substantially
all of the Company's assets, enter into consolidations or mergers, and enter
into transactions with affiliates. The Loan Agreement also requires the Company
to meet a financial covenant related to a minimum fixed charge coverage ratio if
(a) an event of default under the Loan Agreement has occurred or (b)
availability under the Credit Facility is less than the greater of (i) 10% of
the commitments then in effect and (ii)
Obligations under the Loan Agreement may be declared due and payable upon the occurrence of certain events of default, as defined in the Loan Agreement, including failure to pay any obligations when due and payable, failure to comply with any covenant or representation of any loan document, any change of control, cross-defaults and certain other events as set forth in the Loan Agreement, with grace periods in some cases.
The Loan Agreement will terminate and all amounts outstanding thereunder will be
due and payable no later than
The foregoing description of the Loan Agreement is not complete and is qualified in its entirety by the terms and provisions of the Loan Agreement, a copy of which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.
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Item 2.03 Creation of a Direct Financial Obligation
On
Item 9.01 Financial Statements and Exhibits
The following is filed as an exhibit to this Current Report on Form 8-K:
Exhibit 10.1 Fourth Amended and Restated Loan and Security Agreement
dated as of
Exhibit 104 Cover Page Interactive Data File (embedded within Inline XBRL document)
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