Attached files
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) December 29, 2010
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Zanett, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 001-32589 56-4389547
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
635 Madison Avenue, 15th Floor, New York, NY 10022
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (212) 583-0300
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(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 (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] 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 December 29, 2010, Zanett, Inc. (the "Company") entered into a letter
amendment (the "Amendment") that amended the commitment letter (the
"Commitment Letter") with PNC Bank, National Association (the "Bank"),
pursuant to which, subject to the conditions set forth in the Commitment
Letter, the Bank committed to provide to the Company up to an aggregate of
$10.0 million in senior secured financing, the proceeds of which will be used
for the repayment of existing senior indebtedness, the Company's working
capital needs, and fees and expenses related to the financing.
The Bank's commitment under the Commitment Letter was set to expire if funds
were not disbursed pursuant to a definitive loan and security agreement and
related documents prior to January 3, 2011 (the "Commitment Expiration
Date"). On December 29, 2010, the Bank and the Company agreed, pursuant to
the Amendment, to extend the Commitment Expiration Date from January 3, 2011
until January 31, 2011, subject to (i) the Company's payment of the
outstanding legal fees incurred by the Bank as of the date of the Amendment
by close of business on December 30, 2010 and (ii) the modification of the
term sheet attached to the Commitment Letter to include the resolution of an
IRS tax lien filed in October 2010 against the Company on terms and
conditions satisfactory to the Bank, as an additional condition precedent to
the closing of the contemplated loan and security agreement. The Company
paid the Bank's legal fees, which totaled $35,056.00.
The foregoing summary of the Commitment Letter, the Amendment, and the
transactions contemplated thereby does not purport to be complete and is
subject to the terms of a definitive loan and security agreement.
Additionally, the foregoing summary of the Commitment Letter and the
Amendment is subject to, and qualified in its entirety by, the full text of
the Commitment Letter, which is attached as Exhibit 10.1 to the Company's
Current Report on Form 8-K filed with the Securities and Exchange Commission
on November 22, 2010, and the Amendment, which is attached as Exhibit 10.1
and incorporated herein by reference.
FORWARD LOOKING STATEMENTS
Information provided and statements contained in this report that are not
purely historical are forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Such forward-looking
statements only speak as of the date of this report and the registrant
assumes no obligation to update the information included in this report. Such
forward-looking statements include information concerning the senior secured
financing pursuant to a definitive loan and security agreement. These
statements often include words such as "approximate," "believe," "expect,"
"anticipate," "intend," "plan," "estimate" or similar expressions. These
forward-looking statements are not historical facts, and are based on current
expectations, estimates and projections about the registrant's industry,
management's beliefs and certain assumptions made by management, many of
which, by their nature, are inherently uncertain and beyond the registrant's
control. Accordingly, readers are cautioned that any such forward-looking
statements are not guarantees of future performance and are subject to
certain risks, uncertainties and assumptions that are difficult to predict,
including, without limitation, specific factors discussed herein and in other
releases and public filings made by the Company. Although the registrant
believes that the expectations reflected in such forward-looking statements
are reasonable as of the date made, expectations may prove to have been
materially different from the results expressed or implied by such forward-
looking statements. Unless otherwise required by law, the registrant also
disclaims any obligation to update its view of any such risks or
uncertainties or to announce publicly the result of any revisions to the
forward-looking statements made in this report.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit No. Description
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10.1 Amendment dated December 29, 2010 between Zanett, Inc. and PNC
Bank, National Association.
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.
ZANETT, INC.
Date: January 6, 2011 By: /s/ Dennis Harkins
Dennis Harkins
Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
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10.1 Amendment dated December 29, 2010 between Zanett, Inc. and PNC
Bank, National Association.
