Attached files
| file | filename |
|---|---|
| EX-99.1 - PRESS RELEASE - EDUCATIONAL DEVELOPMENT CORP | exh_991.htm |
| EX-10.01 - EXHIBIT 10.01 - EDUCATIONAL DEVELOPMENT CORP | exh_1001.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): April 16, 2020 (April 16, 2020)
EDUCATIONAL DEVELOPMENT CORPORATION
(Exact Name of Registrant as Specified in Charter)
| Delaware | 000-04957 | 73-0750007 |
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
| 5402 S 122nd E Avenue, Tulsa, Oklahoma 74146 |
| (Address of Principal Executive Offices) (Zip Code) |
(918) 622-4522
(Registrant's telephone number, including area code)
(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)) | |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbols | Name of each exchange on which registered |
| Common stock, $.20 par value | EDUC | NASDAQ |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). Emerging growth company [ ]
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item 1.01. Entry into a Material Definitive Agreement.
On April 16, 2020, Educational Development Corporation (the “Company”), entered into a loan with MidFirst Bank as the lender (“Lender”) in an aggregate principal amount of $1,447,400 (the “Loan”) pursuant to the Paycheck Protection Program (the “PPP”) under the Coronavirus Aid, Relief, and Economic Security (CARES) Act. The Loan is evidenced by a promissory note dated April 16, 2020 and matures on April 16, 2022. The Note bears interest at a rate of 1.000% per annum, with the first six months of interest deferred. Principal and interest are payable monthly commencing on November 1, 2020 and may be prepaid by the Company at any time prior to maturity with no prepayment penalties. In order to be entitled to forgiveness, funds from the Loan may only be used for payroll costs, costs used to continue group health care benefits, mortgage payments, rent, utilities, and interest on other debt obligations under the terms and conditions outlined by the PPP. The Company intends to use all or a significant majority of the Loan amount for qualifying expenses. The Company issued a press release regarding the loan and announced, among other impacts, that the Loan, under current CARES restrictions, does not prevent the Company from continuing its practice of paying quarterly dividends.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
Reference is made to the disclosure under Item 1.01 above, which is hereby incorporated in this Item 2.03 by reference.
Item 7.01. Regulation FD Disclosure.
On April 16, 2020, Educational Development Corporation, announced via press release, the receipt of Loan pursuant to the Paycheck Protection Program. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) EXHIBITS Exhibit
Number
Description 10.01 Promissory Note 99.1 Press release dated as of dated April 16, 2020
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.
| EDUCATIONAL DEVELOPMENT CORPORATION | ||
| Date: April 16, 2020 | By: | /s/ Randall W. White |
| Randall W. White | ||
| President and Chief Executive Officer | ||