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IRIX > SEC Filings for IRIX > Form 8-K on 7-Nov-2008All Recent SEC Filings

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Form 8-K for IRIDEX CORP


7-Nov-2008

Entry into a Material Definitive Agreement, Financial Statements and Exhibits


Item 1.01. Entry Into a Material Definitive Agreement.

On November 3, 2008, Iridex Corporation (the "Company") and Wells Fargo Bank, National Association, acting through its Wells Fargo Business Credit operating division ("Lender"), entered into amendments (the "Amendments") to each of
(i) the Credit and Security Agreement, dated March 27, 2008 (the "Domestic Credit Agreement"), by and between the Company and Lender and (ii) the Credit and Security Agreement (Ex-Im Subfacility), dated March 27, 2008 (the "Ex-Im Credit Agreement" and together with the Domestic Credit Agreement, the "Credit Agreements"), by and between the Company and Lender. As previously disclosed, the Credit Agreements, collectively, provide the Company with an asset-based revolving line of credit of up to $8 million.

The Company was not in compliance with the debt service covenant contained in the Credit Agreements which constituted an event of default under the Credit Agreements and entitled Lender to exercise its remedies, which include declaring all outstanding obligations due and payable, and disposing of the collateral if obligations are not paid. Pursuant to the Amendments, Lender agreed to waive the Event of Default and the Company agreed to (i) pay Lender a one-time, fully-earned, non-refundable fee in the amount of $15,000, and (ii) increase the interest rate paid by the Company to Lender pursuant to the Credit Agreements from a rate of 0.75% above the Prime Rate to a rate of 2.00% above the Prime Rate. For the purposes of the Amendments, "Prime Rate" means the greater of
(i) five percent (5%) per annum, or (ii) the rate of interest most recently announced by Lender at its principal office as its Prime Rate.

The foregoing descriptions of the Amendments and the Credit Agreements do not purport to be complete and are qualified in their entirety by the terms and conditions of the First Amendment to Credit and Security Agreements and Waiver of Default attached as Exhibit 10.1 to this Current Report on Form 8-K, as well as the Domestic Credit Agreement and Ex-Im Credit Agreement attached as Exhibits 10.1 and 10.2, respectively, to the Current Report on Form 8-K filed on April 2, 2008, which exhibits are incorporated herein by reference.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.       Description

   10.1           First Amendment to Credit and Security Agreements and Waiver of
                  Default by and between IRIDEX Corporation and Wells Fargo Bank,
                  National Association, acting through its Wells Fargo Business
                  Credit operating division, dated November 3, 2008.

   10.2           Credit and Security Agreement by and between IRIDEX Corporation
                  and Wells Fargo Bank, National Association, acting through its
                  Wells Fargo Business Credit operating division, dated March 27,
                  2008. (which is incorporated herein by reference to Exhibit 10.1
                  to the Current Report on Form 8-K filed with the Commission on
                  April 2, 2008).

   10.3           Credit and Security Agreement (Ex-Im Subfacility) by and between
                  IRIDEX Corporation and Wells Fargo Bank, National Association,
                  acting through its Wells Fargo Business Credit operating
                  division, dated March 27, 2008 (which is incorporated herein by
                  reference to Exhibit 10.2 to the Current Report on Form 8-K filed
                  with the Commission on April 2, 2008).


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