Current Report Filing (8-k)
October 13 2020 - 04:02PM
Edgar (US Regulatory)
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2020-10-07
2020-10-07
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
______________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
Date of Report (Date of earliest event reported):
October 7, 2020
______________
Applied
Optoelectronics, Inc.
(Exact name of Registrant as specified
in its charter)
Delaware
|
001-36083
|
76-0533927
|
(State of 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)
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Name of each exchange on which registered
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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. ☐
Item 1.01
|
Entry into a Material Definitive Agreement.
|
On October 7, 2020, Prime World International
Holdings, Ltd. (“Prime World”), a wholly owned subsidiary of Applied Optoelectronics, Inc., entered into a revolving
credit facility totaling 100,000,000 NTD (the “NT$100M Credit Line”) and 1,000,000 USD (the “US$1M Credit Line”)
with Taishin International Bank in Taiwan (the “Bank”). Borrowing under the NT$100M Credit Line will be used for short-term
working capital; borrowing under the US$1M Credit Line will be strictly used for spot transactions in the foreign exchange market.
The NT$100M Credit Line and US$1M Credit Line are collectively referred to as the “Credit Facility”.
Prime World may draw upon the Credit Facility
from October 7, 2020 through January 31, 2021. The term of each draw under the NT$100M Credit Line shall be either 90 or 120 days
and will bear interest at a rate of 2.15% for each draw; borrowings under the US$1M Credit Line will bear interest equal to the
Bank’s foreign exchange rate effective on the day of the applicable draw. At the end of the draw term Prime World will make
payment for all principal and accrued interest.
Prime World’s obligations under
the Credit Facility will be secured by a promissory note between Prime World and the Bank. The agreements for the Credit Facility
contain representations and warranties, and events of default applicable to Prime World that are customary for agreements of this
type.
The foregoing description of the Credit
Facility does not purport to be a complete statement of the parties’ rights and obligations under the Credit Facility and
is qualified in its entirety by reference to the translation of the full text of the Credit Facility Agreement and Notice of Credit
Line Approval, which are attached as Exhibit 10.1 through 10.2 to this Current Report on Form 8-K and are 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 Amendment is incorporated by reference herein and made a part hereof.
Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits
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.
|
Applied Optoelectronics, Inc.
|
|
|
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By:
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/s/ DAVID C. KUO
|
|
|
David C. Kuo
General
Counsel and Vice President
|
Date: October
13, 2020
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