Attached files
| file | filename |
|---|---|
| EX-10.1 - ARBINET Corp | v204207_ex10-1.htm |
| EX-10.2 - ARBINET Corp | v204207_ex10-2.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): November 23, 2010
ARBINET
CORPORATION
(Exact
Name of Registrant as Specified in Charter)
|
Delaware
|
0-51063
|
13-3930916
|
||
|
(State
or Other Jurisdiction
of
Incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
||
|
460
Herndon Parkway, Suite 150
Herndon, Virginia 20170
|
20170
|
|||
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: 703-456-4100
Not
Applicable
(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
November 23, 2010, Arbinet Corporation (“Arbinet”) and Silicon Valley Bank
(“SVB”) entered into the Third Amendment to Non-Recourse Receivables Purchase
Agreement (the “Third Amendment”). The Third Amendment further amends
that certain Non-Recourse Receivables Purchase Agreement, dated as of November
28, 2005, as amended (the “Receivable Purchase Agreement”), whereby SVB agreed
to purchase from Arbinet, on a revolving basis, all right, title and interest in
the payment of all sums owing or to be owed based on certain invoices from
certain trading customers and suppliers of Arbinet, not to exceed an aggregate
of $10.0 million. The Third Amendment, among other things, extends
the term of the Receivable Purchase Agreement from November 26, 2010 to February
26, 2011 and adds a financial covenant that requires Arbinet to maintain
liquidity of at least $7.5 million at all times.
In
addition, on November 23, 2010, Arbinet and SVB entered into the Eighth
Amendment to Accounts Receivable Financing Agreement (the “Eighth Amendment,”
and together with the Third Amendment, the “Amendments”). The Eighth
Amendment further amends that certain Accounts Receivable Financing Agreement,
dated as of February 3, 2003, as amended, pursuant to which Arbinet may borrow
from time to time up to $25.0 million under a secured revolving
facility. The Eighth Amendment, among other things, extends the term
of the current secured revolving facility from November 26, 2010 to February 26,
2011 and adds a financial covenant that requires Arbinet to maintain liquidity
of at least $7.5 million at all times. Arbinet is required to pay SVB
a modification fee of $20,000 in connection with the Eighth
Amendment.
The
foregoing description of the Amendments is qualified in its entirety by
reference to the full text of the Amendments, copies of which are filed as
Exhibits 10.1 and 10.2 hereto and incorporated by reference into this Current
Report on Form 8-K.
Item
9.01 Financial
Statements and Exhibits.
(d)
Exhibits
|
Exhibit
Number
|
Description
|
|
|
10.1
|
Third
Amendment to Non-Recourse Receivables Purchase Agreement, dated as of
November 23, 2010, by and between Arbinet Corporation and Silicon Valley
Bank.
|
|
|
10.2
|
Eighth
Amendment to Accounts Receivable Financing Agreement, dated as of November
23, 2010, by and between Arbinet Corporation and Silicon Valley
Bank.
|
|
SIGNATURE
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.
|
Arbinet
Corporation
|
||
|
By:
|
/s/
Christie A. Hill
|
|
|
Name:
|
Christie
A. Hill
|
|
|
Title:
|
General
Counsel, Secretary and Chief Human Resources Officer
|
|
Date:
November 30, 2010