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| MGAM > SEC Filings for MGAM > Form 8-K on 23-Jul-2009 | All Recent SEC Filings |
23-Jul-2009
Entry into a Material Definitive Agreement, Results of Operations and Financ
On July 22, 2009, two wholly-owned subsidiaries of Multimedia Games, Inc., a
Texas corporation (the "Company"), MGAM Systems, Inc., a Delaware corporation,
and MegaBingo, Inc., a Delaware corporation (together, the "Subsidiaries"),
entered into a Third Amendment to Credit Agreement, dated as of such date, with
Comerica Bank, in its capacity as agent (the "Amendment"), which amended the
Credit Agreement, dated as of April 27, 2007, by and among the Subsidiaries,
certain financial institutions and Comerica Bank, as agent for such financial
institutions, as amended by (1) that certain letter amendment, dated as of
June 6, 2007, by and among the Subsidiaries, such financial institutions and
Comerica Bank, (2) the Amendment to Credit Agreement, dated as of October 26,
2007, by and among the Subsidiaries and Comerica Bank, and (3) the Second
Amendment to Credit Agreement, dated as of December 20, 2007, by and among the
Subsidiaries and Comerica Bank (as amended, the "Existing Agreement"). The
Amendment amends the Existing Agreement by, among other things, (i) reducing the
total borrowing capacity of the credit facility to $125 million from the
previous total borrowing of $150 million; (ii) including a LIBOR floor of 2%;
(iii) amending the definition of EBITDA to include several items, including, but
not limited to, (a) legal costs and settlement fees incurred in the trailing
four-quarter period related to litigation with Diamond Game Enterprises, Inc.,
which was settled on May 1, 2009; (b) all non-cash stock-based compensation
expenses; (c) up to $7 million of non-cash impairment charges taken in the
fiscal quarters ended September 30, 2008, December 31, 2008 and March 31, 2009;
and (d) up to $10 million, in the aggregate, of additional non-cash asset
impairment charges for assets originated or put into service prior to June 30,
2008. In connection with the Amendment, the Company paid a onetime fee of 25.0
basis points of the total current outstanding borrowing as well as other
customary fees associated with the Amendment. The credit facilities under the
Existing Agreement, as amended by the Amendment, have now been fully syndicated.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated into this report by reference.
On July 23, 2009, the Company issued a press release announcing the Amendment. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein. Additionally, the Company reported that outstanding borrowings under the Existing Agreement totaled approximately $83.4 million as of June 30, 2009, compared to outstanding borrowings of approximately $97.5 million as of March 31, 2009. The Company will report financial results for its fiscal 2009 third quarter for the period ended June 30, 2009, on Wednesday, August 5, 2009.
The information regarding Item 2.02 in this Form 8-K and the Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
The disclosure required by this item is included in Item 1.01 of this Current Report on Form 8-K and is incorporated herein by reference.
(d) Exhibits.
Exhibit No. Description
10.1* Third Amendment to Credit Agreement by and among MGAM
Systems, Inc., MegaBingo, Inc. and Comerica Bank, dated as
of July 22, 2009.
99.1 Press Release of Multimedia Games, Inc., dated July 23,
2009.
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* Certain confidential portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission under a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
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