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EX-99.1 - 120224_IMSC_FORM 8K_DMRJ CREDIT AGREEMENT AMENDMENT _EXHIBIT 99.1 - SECURE POINT TECHNOLOGIES INCimsc8k_ex99-1.htm
EX-10.1 - 120224_IMSC_FORM 8K_DMRJ CREDIT AGREEMENT AMENDMENT _EXHIBIT 10.1 - SECURE POINT TECHNOLOGIES INCimsc8k_ex10-1.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): February 21, 2012


IMPLANT SCIENCES CORPORATION
(Exact name of Registrant as Specified in its Charter)

MASSACHUSETTS
(State or Other Jurisdiction of Incorporation)
 
001-14949
 
04-2837126
(Commission File Number)
 
(I.R.S. Employer Identification Number)

600 Research Drive
Wilmington, Massachusetts 01887
 (Address of Principal Executive Offices, including Zip Code)

(978) 752-1700
(Registrant’s Telephone Number, including Area Code)

 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation to the registrant under any of the following provisions:
 
 
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 February 21, 2012, Implant Sciences Corporation (the “Company”) and DMRJ Group LLC (“DMRJ”), entered into an Omnibus Eighth Amendment to Credit Agreement and Tenth Amendment to Note and Warrant Purchase Agreement (the “Amendment”), pursuant to which the maturity of all of the Company’s indebtedness to DMRJ, including indebtedness under (i) an amended and restated senior secured convertible promissory note dated March 12, 2009, (ii) a senior secured promissory note dated July 1, 2009 and (iii) an amended and restated revolving promissory note dated October 13, 2011, was extended from March 30, 2012 to September 30, 2012.

The Company’s subsidiaries, Accurel Systems International Corporation, C Acquisition Corp. and IMX Acquisition Corp., each of which has guaranteed the Company’s obligations under the notes described above, joined in the execution of the Amendment and reconfirmed their respective obligations as guarantors under the Company’s credit documents.

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

See the disclosures in Item 1.01 above, which are incorporated herein by this reference.

Item 7.01.
Regulation FD Disclosure

On February 22, 2012, the Company issued a press release announcing the events described in Item 2.03 above. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by this reference. The press release and the information in Item 7.01 of this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act, except as shall be expressly set forth by specific reference in such filing.

 
Item 9.01.
Financial Statements and Exhibits
 
(d)           Exhibits
 
Exhibit No.                         Description
 
 
10.1
Omnibus Eighth Amendment to Credit Agreement and Tenth Amendment to Note and Warrant Purchase Agreement, dated as of February 21, 2012, between Implant Sciences Corporation and DMRJ Group LLC
 
 
99.1
Press Release of Implant Sciences Corporation, dated February 22, 2012
 

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.



IMPLANT SCIENCES CORPORATION


By:  /s/  Roger P. Deschenes                                                                
Roger P. Deschenes
Vice President, Finance and Chief Financial Officer
Date:  February 24, 2012

 
2

 

EXHIBIT INDEX

Exhibit No.                         Description

 
10.1
Omnibus Eighth Amendment to Credit Agreement and Tenth Amendment to Note and Warrant Purchase Agreement, dated as of February 21, 2012, between Implant Sciences Corporation and DMRJ Group LLC
 
 
99.1
Press Release of Implant Sciences Corporation, dated February 22, 2012