Mattersight Corporation (NASDAQ:MATR) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement
On June 29, 2017, Mattersight Corporation (the Company) entered
into a Loan and Security Agreement with The PrivateBank and Trust
Company (the Loan Agreement). The Loan Agreement provides for a
$20,000,000 revolving line of credit maturing in 2020 (the Credit
Facility) and is secured by a security interest in the Companys
accounts receivable, equipment, inventory, cash, deposit
accounts, securities, and all other investment property,
supporting obligations, financial assets, other personal
property, intellectual property rights and other personal
property. The Company, subject to certain limits and
restrictions, may from time to time request the issuance of
letters of credit under the Loan Agreement.
On June 29, 2017, the Company used the proceeds of loans advanced
under the Loan Agreement to repay in full the principal balance
and accrued and unpaid interest outstanding under the Companys
prior credit facility with Hercules Capital, Inc., in an amount
equal to $23,827,058.46, comprised of outstanding principal
(including interest paid in kind) in the amount of $22,500,000
and accrued interest, fees and expenses in the amount of
$1,327,058 (which includes a prepayment charge in the amount of
$688,505).
The principal amount outstanding under the Loan Agreement will
accrue interest at a floating annual rate equal to 1 month, 2
month or 3 month LIBOR (as selected by the Company) plus 4.50%,
payable monthly. In addition, the Company will pay a non-use fee
on the Credit Facility of 25 basis points (0.25%) per annum of
the average unused portion of the Credit Facility. The amount the
Company may borrow under the Credit Facility is limited to five
times the Companys monthly recurring revenue (as determined in
accordance with the terms and conditions set forth in the Loan
Agreement), multiplied by a dynamic churn factor that is based
upon the ratio of recurring revenue retained in the prior twelve
month period relative to the total amount of recurring revenue at
the beginning of the period.
The Loan Agreement imposes various restrictions on the Company,
including usual and customary limitations on the ability of the
Company to incur debt and to grant liens upon its assets,
prohibits certain consolidations, mergers, and sales and
transfers of assets by the Company and requires the Company to
comply with total revenue and EBITDA (as adjusted in accordance
with the Loan Agreement) targets. The Loan Agreement includes
usual and customary events of default (with customary grace
periods, as applicable) and provides that, upon the occurrence of
an event of default, payment of all amounts payable under the
Loan Agreement may be accelerated and/or the lenders’
commitments may be terminated. In addition, upon the occurrence
of certain insolvency or bankruptcy related events of default,
all amounts payable under the Loan Agreement will automatically
become immediately due and payable, and the lenders’ commitments
will automatically terminate.
The description of the Loan Agreement contained herein does not
purport to be complete and is qualified in its entirety by
reference to the full text of the Loan Agreement, which is filed
as Exhibit 10.1 to this Current Report on Form 8-K and
incorporated herein by reference.
Item 1.02 Termination of a Material Definitive Agreement
Upon the effectiveness of the Credit Facility defined and
described in Item 1.01, the Company terminated the loan agreement
with Hercules Capital, Inc., dated August 1, 2016.
To the extent required by Item 1.02 of Form 8-K, the information
contained in (or incorporated by reference into) Items 1.01 and
2.03 of this Current Report on Form 8-K is hereby incorporated by
reference into this Item 1.02.
Item 2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a Company
The information set forth in Item 1.01 of this Current Report on
Form 8-K is incorporated into this Item 2.03 by reference.
Item 9.01. Financial Statements and Exhibits.
(a), (b), and (c) not applicable.
(d) Exhibits:
10.1Loan and Security Agreement, dated June 29, 2017, between
Mattersight Corporation and The PrivateBank and Trust Company
Mattersight Corp ExhibitEX-10.1 2 matr-ex101_6.htm EX-10.1 matr-ex101_6.htm LOAN AND SECURITY AGREEMENT dated as of June 29,…To view the full exhibit click here About Mattersight Corporation (NASDAQ:MATR)
Mattersight Corporation offers behavioral analytics and provides personality-based software products. The Company uses various applications, including predictive behavioral routing, performance management, quality assurance and predictive analytics (collectively, Behavioral Analytics) to analyze and predict customer behavior based on the language exchanged between agents and customers during brand interactions. The Company operates through the Behavioral Analytics segment. Its multi-channel technology captures the unstructured data of voice interactions (conversations), related customer and employee data, and employee desktop activity, and applies various algorithms against those interactions. Its Behavioral Analytics offerings help its clients to identify optimal customer/employee behavioral pairing for call routing; identify and understand customer personality, and measure customer satisfaction and agent performance on every analyzed call, among others.