Attached files
| file | filename |
|---|---|
| EX-10.2 - EXHIBIT 10.2 - JANEL CORP | v418802_ex10-2.htm |
| EX-10.1 - EXHIBIT 10.1 - JANEL CORP | v418802_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): August 19, 2015
JANEL CORPORATION
(Exact name of registrant as specified in its charter)
| Nevada | 333-60608 | 86-1005291 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
303 Merrick Road, Suite 400, Lynbrook, New York 11563
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: (718) 527-3800
Inapplicable
(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:
| ¨ | 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)) |
INFORMATION TO BE INCLUDED IN THE REPORT
| Item 1.01. | Entry into a Material Definitive Agreement. |
On August 19, 2015, Janel Corporation (the “Company” and Presidential Financial Corporation (“Presidential”) entered into an amendment dated August 18, 2015 (the “Amendment”) to that certain Loan and Security Agreement, dated March 27, 2014 (as amended, the “Loan Agreement”), which Loan Agreement has been disclosed in Current Reports on Form 8-K previously filed by the Company. Pursuant to the Amendment and among other changes effected by such Amendment, Liberty International, Inc., a recently acquired subsidiary of the Company, was added as a Borrower under the Presidential credit facility, the maximum amount available under the Presidential credit facility was increased from $7 million to $10 million (subject to 85% of eligible receivables), and the interest rate on outstanding balances was reduced from prime plus 5.0% to prime plus 3.25% (with a prime rate floor of 3.25%). The maturity date of the Presidential credit facility was extended to March 27, 2018 (representing a one year extension from the existing maturity date of the loan).
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
The following exhibits are filed herewith:
| Exhibit No. | Description | |
| 10.1 | Fourth Amendment to the Loan and Security Agreement and Demand Secured Promissory Note, dated August 18, 2015, by and among Janel Corporation (formerly, Janel World Trade, Ltd.), Janel Group, Inc. (formerly, the Janel Group of New York), The Janel Group of Illinois, The Janel Group of Georgia, The Janel Group of Los Angeles, Janel Ferrara Logistics, LLC, Alpha International, LP, PCL Transport, LLC and Presidential Financial Corporation. | |
| 10.2 | Amended and Restated Demand Secured Promissory Note made by Janel Corporation (and its subsidiaries) in favor of Presidential Financial Corporation, dated August 18, 2015. |
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 thereunto duly authorized.
| JANEL CORPORATION | |
| (Registrant) |
| Date: August 20, 2015 | By: | /s/ Brendan Killackey |
| Brendan Killackey | ||
| Chief Executive Officer |