STG GROUP, INC. (OTCMKTS:STGG) Files An 8-K Entry into a Material Definitive Agreement

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STG GROUP, INC. (OTCMKTS:STGG) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement.

On February 24, 2017, STG Group, Inc. (the Company), together
with STG, Inc. (Administrative Borrower), Access Systems,
Incorporated (Access), STG Group Holdings, Inc. (Parent, and,
together with the Company, Administrative Borrower and Access,
the STG Parties), entered into a Limited Forbearance to Credit
Agreement (the Forbearance Agreement) with MC Admin Co LLC, as
administrative agent (the Administrative Agent), and the
requisite lenders party thereto, relating to that certain Credit
Agreement, dated as of November 23, 2015 (the Credit Agreement).

to the terms of the Forbearance Agreement, the Administrative
Agent and the Required Lenders agreed that they will forbear,
during the Forbearance Period (as defined below), from exercising
rights and remedies (including enforcement and collection
actions) related to the STG Parties failure to comply with
covenants related to the fixed charge coverage ratio,
consolidated EBITDA and the senior secured leverage ratio, in
each case for the fiscal quarter ended December 31, 2016 (the
Specified Financial Covenants).

The forbearance period (the Forbearance Period) under the
Forbearance Agreement will expire on the earliest to occur of:

the date on which any event of default occurs other than with
respect to the Specified Financial Covenants;
the date on which any STG Party makes any payment or
prepayment of any claims that are junior or subordinated to
the obligations under the Credit Agreement; or
March 31, 2017.

Under the terms of the Forbearance Agreement, the STG Parties
have agreed to pay an additional two percent (2%) per annum in
interest on the amount outstanding under the loans under the
Credit Agreement from January 1, 2017, until the earlier of (1)
the date on which all loans under the Credit Agreement are repaid
and (2) the date on which the non-compliance with the Specified
Financial Covenants is waived by the lenders.

In connection with the Forbearance Agreement, the Company has
agreed to pay a fee of up to $750,000 to the Administrative
Agent, to be paid pro rata among the lenders.


About STG GROUP, INC. (OTCMKTS:STGG)

STG Group, Inc., formerly Global Defense & National Security Systems, Inc., provides specialist cyber, software and intelligence solutions. The Company’s solutions are integral to national security-related programs run by approximately 50 the United States Government agencies, including the Department of Defense, the Intelligence Community, the Department of Homeland Security, the Department of State and other government departments with national security responsibilities. Its area of operation include security information and event management; network intrusion detection and prevention; application vulnerability assessment; agile software development; command and control system development; complex application development; advanced collection and analysis; multi-intelligence exploitation and dissemination, and multi-lingual intelligence analysis. It specializes in cyber security and secure information systems; software development, systems and services, and intelligence and analytics.

STG GROUP, INC. (OTCMKTS:STGG) Recent Trading Information

STG GROUP, INC. (OTCMKTS:STGG) closed its last trading session 00.00 at 3.00 with shares trading hands.