Attached files

file filename
EX-10.1 - EX-10.1 - COBRA ELECTRONICS CORPa10-14459_1ex10d1.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported):  July 16, 2010

 

COBRA ELECTRONICS CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

Delaware

 

0-511

 

36-2479991

(State or Other Jurisdiction
of Incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

6500 West Cortland Street, Chicago, Illinois

 

60707

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (773) 889-8870

 

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 1.01.  Entry into a Material Definitive Agreement.

 

On July 16, 2010, Cobra Electronics Corporation (the “Company”) entered into the Credit Agreement (the “Credit Agreement”) among the Company, Harris N.A., as administrative agent (the “Administrative Agent”), and the lenders party thereto from time to time (the “Lenders”). The Credit Agreement provides for a $25,000,000 revolving loan facility, which will mature on July 16, 2013. Borrowings under the Credit Agreement are being used to repay amounts outstanding under the Company’s existing term loan facility and revolving credit facility under the Loan and Security Agreement dated as of February 15, 2008 among the Company, the lenders party thereto and The PrivateBank and Trust Company, as a lender and administrative agent, as amended, and for general corporate purposes.  Pursuant to the terms of the Credit Agreement, the Company is required to make mandatory prepayments on the amounts outstanding thereunder in the event that the Company receives proceeds under certain circumstances or in connection with other specified events.

 

Borrowings under the Credit Agreement will bear interest at either the base rate or the LIBOR lending rate (each as defined in the Credit Agreement), as applicable, plus the applicable margin set forth in the Credit Agreement.  The Company will also pay certain fees and expenses, including a (i) commitment fee equal to 0.50% per annum on the unused portion of the Lenders’ aggregate revolving commitment and (ii) a letter of credit fee equal to the product of the applicable margin set forth in the Credit Agreement times the face amount of the standby letters of credit and the commercial letters of credit outstanding at such time.  The Credit Agreement contains customary covenants, including but not limited to financial covenants requiring the Company to maintain a fixed charge coverage ratio (as defined in the Credit Agreement) of 1.10 to 1.00 for the periods set forth in the Credit Agreement.

 

As a condition to the extension of the loans and the issuance of the letters of credit under the Credit Agreement, the Company has granted a security interest to the Administrative Agent, for the benefit of the Lenders, in substantially all the assets of the Company except (i) life insurance policies not collaterally assigned to the Lenders, (ii) any equipment subject to liens permitted under the Credit Agreement if such equipment is also subject to an agreement prohibiting the pledge of such equipment to the Lenders, (iii) deposit accounts used exclusively by the Company for payroll and employee retiree benefit purposes and (iv) the Company’s interest in the outstanding voting equity securities of any of its directly-owned foreign subsidiaries to the extent such interests exceed 65% of the outstanding voting equity securities of such foreign subsidiary.

 

A copy of the Credit Agreement is attached hereto as Exhibit 10.1 and incorporated herein by reference.

 

Item 2.03.  Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

 

The information required by this Item 2.03 is contained in Item 1.01 above and is incorporated herein by reference.

 

2



 

Item 9.01.  Financial Statements and Exhibits.

 

(d) The following is a list of the exhibits filed herewith.

 

Exhibit No.

 

Description of Exhibit

 

 

 

10.1

 

Credit Agreement dated July 16, 2010 among Cobra Electronics Corporation, Harris N.A., as administrative agent, and the lenders party thereto from time to time

 

3



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

COBRA ELECTRONICS CORPORATION

 

 

 

 

 

By:

/s/ Michael Smith

 

Name:

Michael Smith

 

Title:

Senior Vice President and

 

 

Chief Financial Officer

 

 

 

Date:  July 22, 2010

 

 

 

4



 

EXHIBIT INDEX

 

The following is a list of the exhibits filed herewith.

 

Exhibit No.

 

Description of Exhibit

 

 

 

10.1

 

Credit Agreement dated July 16, 2010 among Cobra Electronics Corporation, Harris N.A., as administrative agent, and the lenders party thereto from time to time

 

5