Air T, Inc. (NASDAQ:AIRT) Files An 8-K Other Events

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Air T, Inc. (NASDAQ:AIRT) Files An 8-K Other Events
Item 8.01 Other Events

As disclosed in the Form 10-Q of Air T, Inc. (“AirT” or the “Company”) for the period ended December31, 2016, on January6, 2017 the Company acquired all rights, and assumed all obligations, of a third-party senior lender under a senior credit agreement (the “Delphax Credit Agreement”) to which such lender provided a revolving senior secured credit facility to Delphax Technologies Canada Limited (“Delphax Canada”), an indirect consolidated subsidiary of the Company and a direct subsidiary of Delphax Technologies Inc. (“Delphax”), including obligations, if any, to fund future borrowings under the Delphax Credit Agreement. In connection with such transaction, on January6, 2017, the Company, Delphax and Delphax Canada entered into an amendment to amend the Delphax Credit Agreement to, among other things, reduce the maximum amount of borrowings permitted to be outstanding from $7.0 million to $2.5 million and to revise the borrowing base to include in the borrowing base 50% of purchase orders from customers for products up to $500,000. On January6, 2017, the Company notified Delphax and Delphax Canada of certain “Events of Default” (as defined under the Delphax Credit Agreement) under the Delphax Credit Agreement and that the Company was reserving all rights to exercise remedies under the Delphax Credit Agreement and that no delay in exercising any such remedy is to be construed as a waiver of any of its remedies. Notwithstanding the existence of these events of default, the Company permitted additional borrowings under the Delphax Credit Agreement to, among other things, fund a final production run by Delphax Canada of consumable products for its legacy printing systems, which production run was primarily completed over the first six months of calendar 2017. Delphax Canada is Delphax’s sole manufacturing subsidiary.

Events of default under the Delphax Credit Agreement persisted. On July13, 2017, the Company delivered a demand for payment and Notice of Intention to Enforce Security to Delphax Canada. On August10, 2017, the Company foreclosed on all personal property and rights to undertakings of Delphax Canada. AirT foreclosed as a secured creditor with respect to amounts owed to it by Delphax Canada under the Delphax Credit Agreement. AirT provided notice of its intent to foreclose to Delphax Canada and its secured creditors and shareholder on July26, 2017. The outstanding amount owed to AirT by Delphax Canada under the Delphax Credit Agreement on July26, 2017 was $1,510,385.45. Air T also submitted an application to the Ontario Superior Court of Justice in Bankruptcy and Insolvency (the “Ontario Court”) seeking that Delphax Canada be adjudged bankrupt. On August8, 2017, the Ontario Court issued an order adjudging Delphax Canada to be bankrupt. The recipients of the foreclosure notice did not object to the foreclosure or redeem. As a result, the foreclosure was completed on August10, 2017, and AirT accepted the personal property and rights to undertakings of Delphax Canada in satisfaction of the amount secured by the Delphax Credit Agreement.

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About Air T, Inc. (NASDAQ:AIRT)

Air T, Inc. is a holding company. The Company operates through five segments: overnight air cargo, ground equipment sales, ground support services, printing equipment and maintenance, and leasing. The company’s overnight air cargo segment operates in the air express delivery services industry. The ground equipment sales segment manufactures and provides mobile deicers and other specialized equipment products to passenger and cargo airlines, airports, the United States military and industrial customers. The ground support services segment provides ground support equipment maintenance and facilities maintenance services to domestic airlines and aviation service providers. The printing equipment and maintenance segment designs, manufactures and sells advanced digital print production equipment, maintenance contracts, spare parts, supplies and consumable items for these systems. The Company’s leasing segment provides funding for equipment leasing transactions.