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Item 1.01.
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Entry into a Material Definitive Agreement.
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Amendment
to Lease
On April 24, 2020, Summer Infant (USA),
Inc. (“Summer USA”), a wholly-owned subsidiary of Summer Infant, Inc. (the “Company”), entered into an
amendment (the “Amendment”) to its lease with Faith Realty II, LLC (the “Landlord”) relating to its headquarters
located in Woonsocket, Rhode Island. The Landlord is a company owned by Jason Macari, a former officer and director of the Company
and a holder of more than ten percent of the Company’s outstanding common stock. As a result of the Amendment, effective
on May 1, 2020, the Company will reduce the size of premises it currently occupies under the lease.
Pursuant to the Amendment, the lease was
modified so that, among other things, (i) the term of the lease will now expire on June 30, 2025, (ii) commencing on July 1, 2020,
annual base rent payments are reduced, (iii) Summer USA has two options to extend the term of the lease, each for an additional
five-year term, upon advance written notice, and (iv) the Landlord and Summer USA agreed to certain additional rent and operating
expenses, repairs, and modifications of the property.
The foregoing summary of the Amendment does
not purport to be complete and is qualified in its entirety by reference to the full text of the Amendments, a copy of which is
filed herewith as Exhibit 10.1 and incorporated herein by reference.
Amendments to Credit Facility and Term Loan
On April 29, 2020, the Company and Summer
USA, as borrowers entered into (i) Amendment No. 5 to Second Amended and Restated Loan and Security Agreement among the Company
and Summer Infant (USA) Inc., as borrowers, the guarantors from time to time party thereto, the financial institutions from time
to time party thereto as lenders, and Bank of America, N.A., as agent for the lenders (the “BofA Amendment”), and (ii)
a letter agreement among the Company and Summer Infant (USA) Inc., as borrowers, the guarantors from time to time party thereto,
the financial institutions from time to time party thereto as lenders, and Pathlight Capital LLC, as agent for the lenders (the
“Letter Agreement”), amending certain terms of Amendment No. 4 to Term Loan and Security Agreement dated March 10,
2020 (“Amendment No. 4 to the Term Loan”).
The BofA Amendment amended the terms of
the Second Amended and Restated Loan and Security Agreement to (a) increase the applicable margin on LIBOR and base rate loans,
(b) modify the definition of LIBOR to provide for a LIBOR minimum of 0.75% and (c) with respect to the financial covenants (i)
for the months ending April through August 2020, adjust the minimum net sales amounts the Company must meet for each period of
three consecutive fiscal months, and (ii) for the months ending April through December 2020, adjust the minimum EBITDA (as defined
in the Restated BofA Agreement) the Company must meet as of the end of each fiscal month, calculated on a trailing 12-month period.
The Letter Agreement amended Amendment No. 4 to the Term Loan to modify the definition of LIBOR and the financial covenants consistent
with the BofA Amendment described above.