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): June 22, 2009 (June 16, 2009)
Global Telecom & Technology, Inc.
(Exact Name of Registrant as Specified in its Charter)
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| Delaware | | 000-51211 | | 20-2096338 |
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| (State or Other | | (Commission File Number) | | (IRS Employer |
| Jurisdiction of Incorporation) | | | | Identification No.) |
8484 Westpark Drive
Suite 720
McLean, Virginia 22102
(Address of principal executive offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code:(703) 442-5500
(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 (SeeGeneral Instruction A.2. below):
| o | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | | Soliciting material pursuant to Rule 14a- 12 under the Exchange Act (17 CFR 240.14a- 12) |
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| o | | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | | 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 June 16, 2009, Global Telecom & Technology, Inc. (the “Company”), and its subsidiary, Global Telecom & Technology Americas, Inc. (together with the Company, the “Borrowers”), entered into an Amended and Restated Loan and Security Agreement (the “Loan Agreement”), with Silicon Valley Bank (the “Bank”). The Loan Agreement amends and restates the Loan and Security Agreement entered into by the Borrowers and the Bank in March, 2008 and provides for a revolving line of credit facility in an aggregate principal amount of up to $2.0 million, with the actual availability during any month calculated as a percentage of eligible accounts receivable. The revolving line of credit matures on June 15, 2010. Advances under the revolving line of credit will bear interest at the Bank’s prime rate plus either 175 or 200 basis points, and will also be subject to a monthly collateral handling fee ranging from 15 to 35 basis points, in each case depending on certain financial criteria.
The Loan Agreement is guaranteed by certain domestic subsidiaries of the Borrowers and is secured by substantially all of the Borrowers’ tangible and intangible assets, including a pledge of 67% of the outstanding stock of the Company’s U.K. subsidiary.
The Loan Agreement contains customary representations and warranties of the Borrowers and customary events of default, and availability under the line of credit is subject to certain conditions, including the continued accuracy of the Borrowers’ representations and warranties.
The foregoing description of the Loan Agreement is qualified in its entirety by reference to the full text of the Loan Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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| Exhibit | | |
| Number | | Description |
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| 10.1 | | Amended and Restated Loan and Security Agreement, dated June 16, 2009. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: June 22, 2009
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| | GLOBAL TELECOM & TECHNOLOGY, INC.
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| | By: | /s/ Chris McKee | |
| | | Chris McKee | |
| | | Secretary and General Counsel | |
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EXHIBIT INDEX
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| Exhibit | | |
| Number | | Description |
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| 10.1 | | Amended and Restated Loan and Security Agreement, dated June 16, 2009. |
