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JCOM > SEC Filings for JCOM > Form 8-K on 25-Nov-2013All Recent SEC Filings

Show all filings for J2 GLOBAL, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for J2 GLOBAL, INC.


25-Nov-2013

Entry into a Material Definitive Agreement, Financial Statements and Exhibits


ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

On November 19, 2013, j2 Global, Inc. (the "Company") and Union Bank, N.A. ("Union Bank") entered into an amendment with respect to the Company's existing credit agreement, dated as of January 5, 2009, by and between the Company and Union Bank (the "Amendment" and the credit agreement as amended by the Amendment, the "Credit Agreement").

Among other things, the Amendment:

? extended the date through which revolving loans may be made from November 14, 2013 to November 14, 2016;

? added an unused line fee requiring the Company to pay a fee, the amount of which varies depending on a ratio of the Company and its subsidiaries' indebtedness (as defined in the Credit Agreement) to their EBITDA (as defined in the Credit Agreement) (the "Leverage Ratio"), with respect to the amount by which the revolving loan commitments exceed the average daily borrowings and amounts outstanding with respect to letters of credit during the applicable period;

? deleted the requirement that the Company maintain a minimum net worth and added a requirement that the Leverage Ratio not exceed a specified amount;

? increased the minimum EBITDA required in any given fiscal quarter from $20 million to $35 million (and made certain changes to the definition of EBITDA, including to eliminate non-cash items, non-cash losses and non-cash gains); and

? modified or deleted in their entirety certain other affirmative and negative covenants, including modifying the negative covenants with respect to permitted acquisitions and dispositions and eliminating the covenants with respect to minimum liquid assets and maximum operating lease payments.

The foregoing description of the Amendment and the Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the Amendment, which is attached as Exhibit 10.1 to this current report on Form 8-K and is incorporated herein by reference.



ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

Exhibit
Number      Description

            Amendment No. 4 to Credit Agreement, dated November
10.1        19, 2013, by and between j2 Global, Inc. and Union
            Bank N.A.


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