Amended Current Report Filing (8-k/a)
October 21 2019 - 04:02PM
Edgar (US Regulatory)
0001158114 true The Company is filing
this Amendment to Current Report on Form 8-K solely to include
Inline XBRL on the Cover page. No other changes have been made,
except to also include Exhibit 104 in Item 9.01 (d). 0001158114
2019-09-30 2019-09-30 iso4217:USD xbrli:shares iso4217:USD
xbrli:shares
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
______________
Amendment No. 1 to
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date of Report (Date of earliest event reported):
September 30, 2019
______________
Applied Optoelectronics, Inc.
(Exact name of Registrant as specified in its charter)
Delaware |
001-36083 |
76-0533927 |
(State or incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification
No.) |
13139 Jess Pirtle Blvd.
Sugar Land,
TX
77478
(address of principal executive offices and zip code)
(281)
295-1800
(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:
☐ |
|
Written communications pursuant to Rule 425 under
the Securities Act (17 CFR 230.425) |
☐ |
|
Soliciting material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14a-12) |
☐ |
|
Pre-commencement communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
☐ |
|
Pre-commencement communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
Common
Stock, Par value $0.001 |
AAOI |
NASDAQ Global Market |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange
Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Explanatory Note
The Company is filing this Amendment to Current Report on Form 8-K
solely to include Inline XBRL on the Cover page. No other changes
have been made, except to also include Exhibit 104 in Item 9.01
(d).
Item 1.01 |
Entry into a Material Definitive
Agreement. |
On September 30, 2019, Applied Optoelectronics, Inc. (the
“Company”) executed a Fourth Amendment to Loan Agreement (which
included amendments to the loan's Security Agreement and Schedule
DD), a Note Modification Agreement and Addendum to Promissory Note
(collectively, the "Fourth Amendment Documents"), with Branch
Banking and Trust Company (the “Lender”).
Under the terms of the Fourth Amendment Documents (i) the maximum
commitment under the line of credit was reduced from $25,000,000 to
$20,000,000; (ii) the maturity date of the line of credit was
extended from September 28, 2020 to April 2, 2021; (iii) pricing of
the unused line fee was adjusted to 0.30% per annum; and (iv) the
Covenant Threshold Amount test created in the Third Amendment was
removed and replaced with the requirement that if, at any time
during any reporting period and pursuant to the most recent loan
base report received by Lender, the principal balance outstanding
under the line of credit exceeds the lesser of the approved maximum
amount of the line of credit commitment amount or the collateral
loan value reduced by the reserves, the Company shall immediately
prepay the line of credit to the extent necessary to eliminate such
excess.
Such reserves shall, at any time that the fixed charge coverage
ratio for the loan is less than 1.5 to 1.0, tested for the period
of twelve months ended on the applicable covenant measurement date,
equal to an amount equal to seventy-five percent (75%) of the
lesser of the line of credit commitment amount or collateral loan
value reduced by the sum of (i) the principal balance outstanding
under the line of credit, (ii) the letter of credit exposure
reserve, and (iii) the availability reserve as determined by Lender
from the most recent loan base report and otherwise in the sole
discretion of Lender after consideration of collections.
The foregoing description of the Fourth Amendment to Loan Agreement
and other Fourth Amendment Documents does not purport to be a
complete statement of the parties’ rights and obligations under
such documents and is qualified in its entirety by reference to the
full text of the Fourth Amendment Documents, dated September 30,
2019, copies of which are attached as Exhibit 10.1 through 10.3 to
this Current Report on Form 8-K and incorporated by reference
herein.
Item 2.03 |
Creation of a Direct Financial Obligation or
an Obligation under an Off-Balance Sheet Arrangement of a
Registrant. |
The information contained in Item 1.01 of this Current Report on
Form 8-K with respect to the Credit Facility is incorporated by
reference herein and made a part hereof.
Item 9.01 |
Financial Statements and
Exhibits. |
(d) Exhibits
|
1 |
Portions of this exhibit have
been omitted. |
* Previously filed.
SIGNATURES
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.
Date: October 21, 2019 |
APPLIED OPTOELECTRONICS, INC. |
|
|
|
|
|
By:
/s/ David C. Kuo |
|
David
C. Kuo |
|
General
Counsel and Secretary |
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