SUMMER INFANT,INC. (NASDAQ:SUMR) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement.
On April24, 2018, Summer Infant,Inc. (the “Company”) and its subsidiaries, Summer Infant (USA),Inc., Summer Infant Canada, Limited and Summer Infant Europe Limited (collectively, the “Summer Entities”), entered into an amendment (the “Amendment”) to that certain Amended and Restated Loan and Security Agreement, originally dated as of April21, 2015, among the Summer Entities, Bank of America, N.A., as agent, and certain financial institutions party to the agreement from time to time as lenders (as amended to date, the “Loan Agreement”). The Amendment assists the Company in maintaining liquidity in light of the recent announcement of a major customer’s liquidation of its U.S. assets. As of March31, 2018, the Company’s outstanding debt under the Credit Facility was approximately $44.9 million.
to the Loan Amendment, the lenders waived any violations of the Credit Facility that may have occurred as a result of overadvances made to the Company from time to time since November29, 2017. The Loan Amendment also amended certain provisions of the Credit Facility, including amendments to (i)the definition of Availability Reserve to include the Liquidity Reserve and Past Due Reserve (each as described below); (ii)the definition of EBITDA with respect to writeoffs relating to Toys “R” Us accounts that can be added back to the calculation of EBITDA for purposes of calculating the leverage ratio and fixed charge coverage ratio under the Credit Facility; (iii)the definition of “Temporary Overadvance Amount” to provide for permitted overadvance amounts until May22, 2018; (iv)add the definition of Liquidity Reserve, which provides that, from and after May31, 2018, a reserve will be established equal to 50% of availability on such date (without giving effect to the Liquidity Reserve), to be reduced to zero from and after the date availability (without giving effect to the Liquidity Reserve) exceeds 12.5% of the borrowing base for 30 consecutive days; and (v)add the definition of Past Due Reserve, which provides for a reserve to be established on May31, 2018, as adjusted by the agent, equal to the aggregate of accounts payable that are more than 60 days past due, book overdrafts and any other past due indebtedness. In addition, the Loan Amendment imposed additional reporting requirements on the Company, and provides that, from the date of the Loan Amendment through May21, 2018, the interest rate on outstanding principal amounts on the Revolving Facility will accrue interest at the applicable rate plus 2.0%.
The foregoing summary of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed herewith as Exhibit10.1 and is incorporated herein by reference.
Item 2.02Results of Operations and Financial Condition.
The information set forth in Item 1.01 of this Current Report on Form8-K relating to the Company’s outstanding debt as of March31, 2018 is incorporated by reference into this Item 2.02.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 of this Current Report on Form8-K is incorporated by reference into this Item 2.03.