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): August 11, 2014
OPTICAL CABLE CORPORATION
(Exact name of registrant as specified in its charter)
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Virginia |
000-27022 |
54-1237042 | ||
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(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification Number) | ||
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5290 Concourse Drive Roanoke, VA |
24019 | |||
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(Address of principal executive offices) |
(Zip Code) | |||
(540) 265-0690
(Registrant’s telephone number, including area code)
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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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Table of Contents
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Exhibits |
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Item 1.01. Entry into a Material Definitive Agreement
On August 30, 2013, Optical Cable Corporation (the “Company”) and SunTrust Bank (the “Bank”) entered into a revolving credit facility consisting of a Commercial Note and Agreement to Commercial Note under which the Bank provided the Company with a revolving line of credit for the working capital needs of the Company (together, the “Commercial Note”). The Commercial Note matures on August 31, 2015.
On August 11, 2014, the Company entered into a commercial note renewal letter (“Binding Letter of Renewal”) extending the maturity date of the Commercial Note to August 31, 2016. The Binding Letter of Renewal only extends the maturity date of the Commercial Note. All other terms of the Commercial Note remain unaltered and remain in full force and effect.
The Commercial Note provides the Company the ability to borrow an aggregate principal amount at any one time outstanding not to exceed the lesser of (i) $9.0 million, or (ii) the sum of 85% of certain receivables aged 90 days or less plus 35% of the lesser of $1.0 million or certain foreign receivables plus 25% of certain raw materials inventory. Within the revolving loan limit of the Commercial Note, the Company may borrow, repay, and reborrow, at any time or from time to time until August 31, 2016 (as a result of the extended maturity date as provided for in the Binding Letter of Renewal).
Advances under the Commercial Note accrue interest at LIBOR plus 2.2%. Accrued interest on the outstanding principal balance is due on the first day of each month, with all then outstanding principal, interest, fees and costs due at the Commercial Note maturity date of August 31, 2016. The Company currently has $3.0 million outstanding under the Commercial Note.
The Binding Letter of Renewal is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following are filed as Exhibits to this Report.
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Exhibit No. |
Description of Exhibit | |
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10.1 |
Binding Letter of Renewal dated August 11, 2014. (FILED HEREWITH) | |
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.
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OPTICAL CABLE CORPORATION | ||
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By: |
/s/ TRACY G. SMITH | |
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Name: |
Tracy G. Smith | |
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Title: |
Senior Vice President and Chief Financial Officer | |
Dated: August 11, 2014
4
Exhibit 10.1
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Commercial Note Renewal Letter |
10 Franklin Road. SE, Suite 100
Roanoke, VA 24011
August 4, 2014
Tracy G. Smith, Senior Vice President and CFO
Optical Cable Corporation
5290 Concourse Drive
Roanoke, VA 24019
Subject: Renewal of Commercial Note and Extension of Maturity Date
Dear Tracy:
SunTrust Bank hereby agrees to renew your open-end revolving line of credit under Commercial Note Number 6899978-18/26/34 (the “Note”), dated August 30, 2013 made by Optical Cable Corporation (the “Borrower”). Upon our receipt of the original of this letter duly executed by you as provided below, we hereby agree to extend the current maturity date of August 31, 2015 to August 31, 2016. If the Note is not renewed, the outstanding principal amount and all unpaid accrued interest will be due and payable on the current maturity date.
Other than the maturity date as changed above, all other terms and conditions of the Note and all other documents executed in connection with the Note remain unchanged unless otherwise agreed in a separate writing by SunTrust. Any collateral or guaranties which currently secure the Note will continue to secure the Note as renewed.
If you have questions regarding this matter, please call me at 540-982-3120.
Sincerely,
/s/ Chad H. Brown
Chad H. Brown
Senior Vice President
SunTrust Bank
Acknowledge your acceptance of the above terms by executing the original of this letter and returning it in the envelope provided no later than August 15, 2014.
By accepting this extension of the Note, the Borrower represents and warrants to SunTrust that all representations and warranties made by the Borrower in the Note and any other documents executed in connection therewith are true and correct on the renewal date, August 4, 2014, and that no event of default exists on such renewal date.
Accepted and agreed this 11th day of August, 2014.
Optical Cable Corporation
By: /s/ Tracy G. Smith
Tracy G. Smith, SVP and CFO