Xplore Technologies Corp. (NASDAQ:XPLR) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
its wholly-owned subsidiary, Xplore Technologies Corporation of
America (XTCA), entered into a Loan and Security Agreement (the
Loan Agreement) with Bank of America, N.A. (Bank of America), to
which Bank of America agreed to provide revolving loans of up to
an aggregate principal amount of $15 million. The Loan Agreement
has a three year term. Payment and performance under the Loan
Agreement is secured by a first priority security interest in and
to substantially all of the assets of the Company and XTCA, and
the guarantee of the Companys wholly-owned subsidiary Xplore
Technologies International Corp. (XTIC), and a first priority
security interest in and to substantially all of the assets of
XTIC. to the Loan Agreement, the loans will consist of formula
revolver loans and a letter of credit facility of up to $1
million. The maximum amount of formula revolving loans
outstanding at any one time cannot exceed the lesser of $15
million or 85% of eligible accounts (including up to 25% of
international accounts), plus the lesser of 65% of the carried
value of eligible inventory or 85% of liquidation value of
eligible inventory, minus certain reserves.
variable, and will be equal to LIBOR in effect from time to time,
plus between 2.25% and 2.75% per annum, based upon the Companys
fixed charge coverage ratio. As of April 17, 2017, the Company
had not drawn on the loan facility under the Loan Agreement.
liquidity, which is tested quarterly. Failure to meet such
covenant or the triggering of other events of default could
result in acceleration of all payment obligations and the
termination of obligations of Bank of America to make loans and
extend credit under the Loan Agreement. The Loan Agreement
contains certain representations and warranties that must be
made and certain other conditions that must be met for the
Company and XTCA to cause Bank of America to make loans. The
Loan Agreement also contains customary affirmative and negative
covenants, events of default and remedies upon default,
including acceleration.
Company and XTCA and Pacific Western Bank (formerly Square 1
Bank), dated April 17, 2015 (the Prior Agreement), terminated
to its terms. There were no borrowings under the facility with
Pacific Western Bank immediately prior to the termination of
the Prior Agreement.
purport to be complete and is qualified in its entirety by
reference to, and incorporates herein by reference, the full
text of the Loan Agreement, which is attached hereto as Exhibit
10.1.
on Form 8-K with respect to the termination of the Prior
Agreement in hereby incorporated by reference.
Obligation under an Off-Balance Sheet Arrangement of a
Registrant.
Form 8-K with respect to the entry into the Loan Agreement in
hereby incorporated by reference.
its entry into the Loan Agreement. A copy of the press release is
furnished as Exhibit 99.1 to this Current Report on Form 8-K and
incorporated by reference herein. In accordance with General
Instruction B.2 of Form 8-K, Exhibit 99.1 hereto shall not be
deemed to be filed for purposes of Section 18 of the Exchange
Act, or otherwise subject to the liabilities of that section, and
shall not be incorporated by reference into any registration
statement or other document filed under the Securities Act or the
Exchange Act, except as shall be expressly set forth by specific
reference in such filing.
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Exhibits
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Exhibit No.
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Description
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10.1
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Loan and Security Agreement, dated April 17, 2017, between
Xplore Technologies Corp., Xplore Technologies Corporation of America and Bank of America, N.A. |
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99.1
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Press Release dated April 19, 2017.
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About Xplore Technologies Corp. (NASDAQ:XPLR)
Xplore Technologies Corp. (Xplore) is engaged in the development, integration and marketing of rugged mobile personal computers (PCs). The Company’s rugged tablet PCs are designed to withstand various conditions, such as extreme temperatures, driving rain, repeated vibrations, dirt, dust and concussive shocks. Xplore’s products are used by a range of field personnel, including energy pipeline inspectors, public safety responders, warehouse workers and pharmaceutical scientists. Its tablets are fitted with a range of accessories, including various docking solutions, wireless connectivity alternatives, global positioning system modules, biometric and smartcard options, as well as traditional peripherals, such as keyboards and cases. Xplore’s tablets also include long-term evolution (LTE) and wireless fidelity (Wi-Fi) connectivity options for real-time data access. Its products include the iX104 product family, Xslate B10, Motion R12, Motion F5m/C5m, Bobcat and Xslate D10. Xplore Technologies Corp. (NASDAQ:XPLR) Recent Trading Information
Xplore Technologies Corp. (NASDAQ:XPLR) closed its last trading session up +0.06 at 1.85 with 24,290 shares trading hands.
