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):September 19, 2019
Blonder Tongue Laboratories, Inc.
(Exact Name of registrant as specified in its charter)
| Delaware | | 1-14120 | | 52-1611421 |
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (I.R.S. Employer
Identification No.) |
One Jake Brown Road, Old Bridge, New Jersey 08857
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code:(732) 679-4000
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:
| ☐ | 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 symbol(s) | | Name of each exchange on which registered |
| Common Stock, par value $.001 | | BDR | | NYSE American |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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 September 19, 2019, Blonder Tongue Laboratories, Inc. (the “Company”), R. L. Drake Holdings, LLC, a wholly-owned subsidiary of the Company (together with the Company, the “Borrower”), Blonder Tongue Far East, LLC, a wholly-owned subsidiary of the Company (“Blonder Tongue Far East”), as a guarantor and a credit party, and Sterling National Bank (as lender and as administrative agent, “Sterling”) entered into a Third Amendment to Loan and Security Agreement (the “Third Amendment”).
The Third Amendment revises certain provisions of the Loan and Security Agreement dated as of December 28, 2016 by and between the Borrower, Blonder Tongue Far East and Sterling (the “Original Agreement”), as amended by the First Amendment to Loan and Security Agreement dated March 30, 2017 and the Second Amendment to Loan and Security Agreement dated March 29, 2019 (together with the Original Agreement, the “Amended Loan Agreement”). In particular, the Third Amendment adds certain definitions to Section 1.1 of the Amended Loan Agreement to permit certain bill-and-hold arrangements with one of the Company’s customers, and makes related changes to the definition of “Eligible Accounts” and the provisions restricting sales of inventory on a bill-and-hold basis.
The foregoing summary of the Third Amendment is not complete and is qualified in its entirety by reference to the full text of the Third Amendment, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant |
The information contained in Item 1.01 above is hereby incorporated by reference into this Item 2.03. Upon a default under the Amended Loan Agreement, as further amended by the Third Amendment, including the non-payment of principal or interest, the obligations of Borrower may be accelerated and Sterling may pursue its rights under the Amended Loan Agreement, as amended by the Third Amendment, the related Guaranty Agreement, the Uniform Commercial Code and any other applicable law or in equity.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits. The following exhibit is filed herewith:
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.
| | BLONDER TONGUE LABORATORIES, INC. |
| | |
| | By: | /s/ Eric Skolnik |
| | | Eric Skolnik |
| | | Senior Vice President and Chief Financial Officer |
Date: September 23, 2019
EXHIBIT INDEX
3
