PRO-DEX, INC. (NASDAQ:PDEX) Files An 8-K Entry into a Material Definitive Agreement

PRO-DEX, INC. (NASDAQ:PDEX) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01

Entry into a Material Definitive Agreement.

Extension of Revolving Loan

As previously disclosed in Pro-Dex, Inc.’s (the “Company”) Current Report on Form 8-K filed with the Securities and Exchange Commission (“SEC”) on September 7, 2018, the Company previously entered into a revolving loan (the “Revolving Loan”), dated effective September 6, 2018, with Minnesota Bank & Trust, a Minnesota state banking corporation (“MBT”), providing for a $2,000,000 revolving credit note (the “Revolving Credit Note”).  The Revolving Credit Note is secured by substantially all of the assets of the Company.

On Sptember 30, 2019, the Company and MBT entered into a Change in Terms Agreement (the “Amendment”) dated effective September 6, 2019, which extends the maturity date of the Revolving Credit Note to November 6, 2020 and contains other provisions customary for an amendment of this type.  The Company will pay MBT a $5,000 fee in consideration for the Amendment.

A copy of the Amendment is attached as Exhibit 10.1 to this Current Report on Form 8-K and a copy of the original Revolving Loan (prior to giving effect to the Amendment) is attached as Exhibit 10.4 to the Company’s Current Report on Form 8-K filed with the SEC on September 7, 2018.  The above descriptions are qualified by reference to the complete text of the Revolving Loan and the Amendment, provided that the representations and warranties contained in the Revolving Loan and the Amendment are not intended for investors and the public to obtain factual information about the Company.  Rather, investors and the public should look to disclosures contained in the Company’s reports under the Securities Exchange Act of 1934, as amended.

Item 2.03

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The disclosures contained in Item 1.01 above are incorporated into this Item 2.03 by this reference.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

EX-10.1 2 pdex_ex10z1.htm CHANGE IN TERMS AGREEMENT CHANGE IN TERMS AGREEMENT EXHIBIT 10.1 CHANGE IN TERMS AGREEMENT Principal Loan Date Maturity Loan No Call / Coll Account Officer Initials $2,…
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Pro-Dex, Inc. (Pro-Dex) designs and produces surgical and dental instruments and motion control products used in the medical, factory automation and scientific research industries. The Company operates through four segments: Pro-Dex, OMS, Fineline and Engineering Services Division (ESD). The Pro-Dex segment provides primarily medical and dental instruments using shared production and assembly machines and workforce. The OMS segment is engaged in providing multi-axis motion control applications. The Fineline segment manufactures plastic injection molds for various industries. The ESD segment provides permanent placement and contract services in the fields of engineering, manufacturing and quality to diverse businesses. In addition to Pro-Dex, the names Micro Motors and Oregon Micro Systems are used for marketing purposes as brand names. It provides engineering consulting services, as well as quality and regulatory consulting services, to a range of industries through EDS.

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