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Quotes & Info
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| PBSO.PK > SEC Filings for PBSO.PK > Form 8-K on 30-Oct-2009 | All Recent SEC Filings |
30-Oct-2009
Entry into a Material Definitive Agreement, Creation of a Direct Fina
On October 29, 2009, Protective Apparel Corporation of America, Point Blank Body Armor, Inc. and Life Wear Technologies, Inc. (collectively, the "Borrowers"), each a subsidiary of Point Blank Solutions, Inc. (the "Company"), and the Company entered into a Sixteenth Amendment (the "Sixteenth Amendment") to that certain Amended and Restated Loan and Security Agreement, dated as of April 3, 2007 (the "Loan Agreement"), by and among the Borrowers, as borrowers, the Company, as guarantor, and Bank of America, N.A. (as successor by merger to LaSalle Business Credit, LLC) ("Bank of America"), as administrative agent and collateral agent for itself and all other lenders party to the Loan Agreement. The Loan Agreement provides the Borrowers with financing through a revolving credit line (the "Revolving Loan") and a term loan (the "Term Loan").
Pursuant to the Sixteenth Amendment, Bank of America agreed to, among other things, (i) permit the Borrowers to resume borrowing under the Revolving Loan, which now provides for maximum borrowings of $15 million through January 29, 2010, $10 million from January 30, 2010 to February 11, 2010, and $5 million from February 12, 2010 to April 3, 2010, its maturity date, and (ii) increase borrowings under the Term Loan from $6 million to $10 million and extend its maturity date to April 3, 2010. The Sixteenth Amendment also, among other things, (i) restated the Borrowers' financial covenants under the Loan Agreement (which include maximum capital expenditure, minimum EBITDA, minimum net worth and minimum availability requirements), and (ii) increased the interest rate on the Revolving Loan and the Term Loan to the base rate plus 4.00%. In connection with the Sixteenth Amendment, the Borrowers paid Bank of America an amendment fee of $200,000, and will be obligated to pay Bank of America an additional $150,000 fee if certain conditions are not met by the Borrowers and the Loan Agreement is not terminated prior to January 31, 2010.
The Term Loan remains supported by a third party guarantee (the "Guarantee"). In connection with the Guarantee, the Borrowers and the Company executed a subordinated note (the "Subordinated Note") for the benefit of the guarantor in the amount of the lesser of (i) $10 million, or (ii) such amount as may be advanced by the guarantor to Bank of America on behalf of the Borrowers and the Company to satisfy their obligations under the Term Loan. The Subordinated Note grants to the guarantor a junior subordinated security interest in specified assets of the Borrowers and the Company for the purpose of securing the payment and performance of the Subordinated Note.
The foregoing descriptions of the Sixteenth Amendment and the Subordinated Note do not purport to be complete and are qualified in their entirety by reference to the full text of the Sixteenth Amendment and the Subordinated Note, which are attached as Exhibit 10.1 and Exhibit 10.2 hereto, respectively, and incorporated herein by reference.
The information set forth in Item 1.01 with respect to the Sixteenth Amendment and Subordinated Note is incorporated by reference into this Item 2.03.
(d) Exhibits
Exhibit No. Description
10.1 Sixteenth Amendment to Loan and Security Agreement,
dated October 29, 2009, by and among Protective
Apparel Corporation of America, Point Blank Body
Armor, Inc., Life Wear Technologies, Inc., Point Blank
Solutions, Inc. and Bank of America, N.A.
10.2 Subordinated Note, dated October 29, 2009, made by
Protective Apparel Corporation of America, Point Blank
Body Armor, Inc., Life Wear Technologies, Inc. and
Point Blank Solutions, Inc.
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