TRANS-LUX CORPORATION (OTCMKTS:TNLX) Files An 8-K Entry into a Material Definitive AgreementItem 1.01
Entry into a Material Definitive Agreement
The information provided in Item 2.03 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 1.01.
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
On July 28, 2017, Trans-Lux Corporation (the “Company”) entered into that certain Credit Agreement (the “Credit Agreement”) with Arnold Penner (“Lender”), to which the Company can borrow up to $1.5 million from the Lender at an interest rate of 15% and additional fees. To date, the Company has borrowed $1.5 million under the Credit Agreement. The maturity date of the loan is August 27, 2017. Under the Credit Agreement, the Company granted the Lender a security interest in accounts receivable, materials and intangibles relating to a certain sales order for equipment issued in June 2017.
In connection with the Credit Agreement, the Company and its wholly-owned subsidiaries Trans-Lux Display Corporation, Trans-Lux Midwest Corporation and Trans-Lux Energy Corporation, as borrowers, entered into a Fourth Amendment to the Credit and Security Agreement (“Fourth Amendment”), dated as of July 28, 2017, with SCM Specialty Finance Opportunities Fund, L.P. as lender (“SCM”), to provide for certain amendments to that certain Credit and Security Agreement with SCM, dated July 12, 2016, to allow for the Company’s entry into the Credit Agreement with Lender and the security interest granted to Lender thereunder.
This Fourth Amendment also retroactively modified the Company’s reporting requirements related to the fixed charge coverage ratio covenant so that the first test period is for the 12 months ended August 31, 2017 for a ratio of 1.0 to 1.0. Beginning with the 12 months ended September 30, 2017, the ratio requirement changes to 1.1 to 1.0.
The Company, Lender and SCM also entered into a Mutual Lien Intercreditor Agreement, dated as of July 28, 2017, setting forth SCM’s senior lien position to all collateral of the Company, except for the sales order securing the Credit Agreement, and the rights of each of SCM and Lender with respect to the collateral of the Company.
The foregoing description of the Credit Agreement, the Fourth Amendment and the Mutual Lien Intercreditor Agreement is included to provide information regarding their terms. It does not purport to be a complete description and is qualified in its entirety by reference to the full text of the Credit Agreement, the Fourth Amendment to Credit and Security Agreement and the Mutual Lien Intercreditor Agreement, each of which are filed as exhibits hereto and are incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
|
Exhibit 10.1 |
Credit Agreement between Trans-Lux Corporation and Arnold Penner dated as of July 28, 2017. |
|
Exhibit 10.2 |
Fourth Amendment to Credit and Security Agreement, dated as of July 28, 2017, by and among SCM Specialty Finance Opportunities Fund, L.P., Trans-Lux Corporation, Trans-Lux Display Corporation, Trans-Lux Midwest Corporation and Trans-Lux Energy Corporation. |
|
Exhibit 10.3 |
Mutual Lien Intercreditor Agreement, dated as of July 28, 2017, by and between SCM Specialty Finance Opportunities Fund, L.P. and Arnold Penner. |
2
TRANS LUX Corp ExhibitEX-10.1 2 exhibit10_1.htm EXHIBIT 10.1 Exhibit 10.1 Exhibit 10.1 ________________________________________ CREDIT AGREEMENT between TRANS-LUX CORPORATION,…To view the full exhibit click here
About TRANS-LUX CORPORATION (OTCMKTS:TNLX)
Trans-Lux Corporation is a designer and manufacturer of digital signage display solutions. The Company designs, manufactures, distributes and services the elements of these systems that are real-time, programmable digital displays. These display systems utilize light emitting diode (LED) technologies. In addition, its LED lighting division provides lighting solutions that feature an offering of LED lighting technologies that provide facilities and public infrastructure with green lighting solutions. It operates through two segments: the Digital display sales division, and the Digital display lease and maintenance division. In North America, it markets digital display products in the United States and Canada using a combination of distribution channels, including direct sales representatives and a network of independent dealers and distributors. By working with software vendors and using the Internet, it offers information, content management software and display hardware.
