POLAR POWER, INC. (NASDAQ:POLA) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
| Entry Into a Material Definitive Agreement |
On March 21, 2017, Polar Power, Inc. (the Company) entered into a
Business Loan Agreement, Relationship Ready Credit Agreement and
Assignment of Deposit Account with Citibank, N.A. for a revolving
credit facility for an aggregate amount of up to $1,000,000. The
credit facility will expire at such time the parties mutually
agree to terminate the credit facility or at the election of the
lender. Interest accrues on the principal amount of revolving
loans outstanding under the credit facility at a rate equal to
the greater of (i) the prime rate of interest as published by
Citibank, or (ii) the one-month London Interbank Offered Rate
plus 2.0%. Amounts outstanding from time to time under the credit
facility are due and payable monthly in an amount equal to the
greater of 2.0% of the outstanding principal balance or $100,
plus accrued interest. Upon the termination of the credit
facility, any amounts owed under the credit facility will be
payable by the Company in 48 equal consecutive monthly
installments of principal, together with accrued monthly interest
and any other charges beginning the first calendar month after
the date of cancellation. The credit facility is also subject to
an annual finance charge of $2,500, which amount has been waived
for the first year. The credit facility is secured by a
Certificate of Deposit (restricted cash) account opened by the
Company with Citibank in the amount of $1,000,000.
The Companys credit facility contains negative covenants
prohibiting it from (i) creating or permitting to exist any
liens, security interests or other encumbrances on the Companys
assets, (ii) engaging in any business activities substantially
different than those in which the Company is presently engaged,
(iii) ceasing operations, liquidating, merging, transferring,
acquiring or consolidating with any other entity, changing its
name, dissolving or transferring or selling collateral out of the
ordinary course of business, or (iv) paying dividends on the
Companys capital stock (other than dividends payable in stock).
| Item 2.02 |
Results of Operations and Financial Condition. |
On April 28, 2017, the Company issued a press release announcing
certain results of operations for the three months ended March
31, 2017. A copy of the press release is furnished (not filed) as
Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated herein by reference.
The information furnished in this Item 2.02 of this Current
Report on Form 8-K and Exhibit 99.1 attached hereto shall not be
deemed filed for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the Exchange Act), or otherwise
subject to the liabilities of that section. The information in
this Item 2.02 of this Current Report on Form 8-K is not
incorporated by reference into any filings of Polar Power, Inc.
made under the Securities Act of 1933, as amended, or the
Exchange Act, whether made before or after the date of this
Current Report on Form 8-K, regardless of any general
incorporation language in the filing unless specifically stated
so therein.
| Item 2.03. |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
On March 21, 2017, the Company entered into a Business Loan
Agreement, Relationship Ready Credit Agreement and Assignment of
Deposit Account with Citibank, N.A. for a revolving credit
facility for an aggregate amount of up to $1,000,000, as
described above under Item 1.01. The disclosures regarding the
Business Loan Agreement, Relationship Ready Credit Agreement and
Assignment of Deposit Account contained above under Item 1.01 are
incorporated herein by reference.
|
– – |
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Number | Description | ||
| 10.1 |
Business Loan Agreement, dated March 21, 2017, by and between Polar Power, Inc. and Citibank, N.A.(#) |
||
| 10.2 |
Relationship Ready Credit Agreement, dated March 21, 2017, by and between Polar Power, Inc. and Citibank, N.A.(#) |
||
| 10.3 |
Assignment of Deposit Account, dated March 21, 2017, by and between Polar Power, Inc. and Citibank, N.A.(#) |
||
| 99.1 | Press Release dated April 28, 2017 |
| (#) |
Certain of the agreements filed as exhibits to this report contain representations and warranties made by the parties thereto. The assertions embodied in such representations and warranties are not necessarily assertions of fact, but a mechanism for the parties to allocate risk. Accordingly, investors should not rely on the representations and warranties as characterizations of the actual state of facts or for any other purpose at the time they were made or otherwise. |
|
– – |
About POLAR POWER, INC. (NASDAQ:POLA)
Polar Power, Inc. designs, manufactures and sells direct current (DC) power systems for applications in the telecommunications, military, electric vehicle charging, cogeneration, distributed power and uninterruptable power supply markets. The Company’s systems provide energy to service applications that do not have access to the utility grid (such as off-grid applications) or have critical power needs and cannot be without power in the event of utility grid failure (such as back-up power applications). Its product offerings include DC base power systems, DC hybrid power systems and DC solar hybrid power systems. It is focused on the global telecommunications tower market, which is undergoing a transition from alternating current (AC) power systems to DC power systems across the globe. Its technologies include Permanent Magnet Homopolar Hybrid (PMHH) and Supra Controller Technology. It manufactures and assembles its DC power systems at its facility located in Gardena, California. POLAR POWER, INC. (NASDAQ:POLA) Recent Trading Information
POLAR POWER, INC. (NASDAQ:POLA) closed its last trading session down -0.04 at 4.91 with 53,141 shares trading hands.