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): December 19, 2006 ----------------- AKEENA SOLAR, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 333-139087 20-5132054 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 605 University Avenue, Los Gatos, CA 95032 - -------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (408) 395-7774 -------------- N/A - -------------------------------------------------------------------------------- (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)) ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On December 19, 2006, Akeena Solar, Inc. (the "Company") issued a Master Revolving Note to Comerica Bank for the principal sum of $750,000 (the "Credit Facility"). Borrowings under the Credit Facility bear interest at Comerica Bank's base rate, from time to time, plus 0.5%, payable on the first of each month commencing February 1, 2007. The Credit Facility matures on January 1, 2008, at which time all outstanding amounts under the Credit Facility shall become due and payable. A $250,000 letter of credit is currently outstanding under the Credit Facility, and pursuant to the terms of the Credit Facility, letters of credit issued may not exceed $250,000. The Credit Facility replaced the $500,000 Relationship Ready Credit Agreement, dated August 31, 2005, by and between the Company and Citibank (West) FSB (the "Relationship Ready Credit Agreement"). See Item 1.02 below. To secure timely repayment of the Credit Facility, the Company entered into a Security Agreement with Comerica Bank, dated December 19, 2006 (the "Security Agreement"), pursuant to which the Company granted Comerica Bank a first priority secured interest in all of the Company's assets, now owned or later acquired. In addition, on December 19, 2006, Barry Cinnamon, the Company's President, executed a Guaranty in favor of Comerica Bank, pursuant to which Mr. Cinnamon personally guaranteed all of the Company's obligations under the Credit Facility (the "Guarantee"). A copy of the Credit Facility, the Security Agreement and the Guaranty are each attached hereto as Exhibits 10.1, 10.2 and 10.3, respectively, and are incorporated herein by reference. The foregoing summary does not purport to be complete and is qualified in its entirety by reference to each of the Credit Facility, the Security Agreement and the Guaranty. ITEM 1.02. TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT. On December 19, 2006, using proceeds from the Credit Facility, the Company satisfied all of its outstanding obligations under the Relationship Ready Credit Agreement, resulting in the termination the (i) Relationship Ready Credit Agreement, (ii) the Commercial Guaranty, dated August 31, 2005, of Barry Cinnamon to Citibank (West) FSB and (iii) the Commercial Security Agreement, dated August 31, 2005, between the Company and Citibank (West) FSB. ITEM 2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT. The information described in Item 1.01 above is hereby incorporated herein by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits Exhibit No. Description ----------- ----------- 10.1 Master Revolving Note, executed on December 19, 2006, between Akeena Solar, Inc., and Comerica Bank 10.2 Security Agreement, executed on December 19, 2006, between Akeena Solar, Inc., and Comerica Bank 10.3 Guaranty of Barry Cinnamon to Comerica Bank, executed on December 19, 2006 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. Date: December 28, 2006 AKEENA SOLAR, INC. By: /s/ David "Lad" Wallace -------------------------------- David "Lad" Wallace Chief Financial Officer EXHIBIT INDEX EXHIBIT NO. DESCRIPTION ----------- ----------- 10.1 Master Revolving Note, executed on December 19, 2006, between Akeena Solar, Inc., and Comerica Bank 10.2 Security Agreement, executed on December 19, 2006, between Akeena Solar, Inc., and Comerica Bank 10.3 Guaranty of Barry Cinnamon to Comerica Bank, executed on December 19, 2006
Andalay Solar Inactive
Filed: 28 Dec 06, 12:00am