UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) OCTOBER 22, 2004
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DEL GLOBAL TECHNOLOGIES CORP.
(Exact name of registrant as specified in charter)
NEW YORK 0-3319 13-1784308
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
ONE COMMERCE PARK, VALHALLA, NY 10595
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (914) 686-3650
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(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 (see General Instruction A.2. below):
/ / 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 October 22, 2004, the registrant and Villa Sistemi Medicali S.p.A.
("Villa Sistemi"), a subsidiary of the registrant, entered into an amendment
(the "First Amendment") to that certain loan agreement between the registrant
and Villa Sistemi dated September 23, 2004 (the "Villa Loan Agreement"), a copy
of which is attached hereto as EXHIBIT 99.01 and incorporated herein by
reference. The First Amendment to the Villa Loan Agreement (a) extends the
maturity date of the loan to the earlier of (i) the consummation by the
registrant of the sale of Villa Sistemi and Del Medical Imaging Corp., another
subsidiary of the registrant, or (ii) September 1, 2005 and (b) modifies the
interest rate of the loan to 5% per annum.
On October 25, 2004, the registrant entered into an amendment ("Amendment
No. 6") to that certain loan and security agreement by and among the registrant,
Bertan High Voltage Corp., RFI Corporation, Del Medical Imaging Corp. and GE
Business Capital Corporation f/k/a/ Transamerica Business Capital Corporation
(the "Lender") dated June 10, 2002 (the "Loan and Security Agreement"). A copy
of Amendment No. 6 to the Loan and Security Agreement is attached hereto as
EXHIBIT 99.02 and incorporated herein by reference. The following summary of
Amendment No. 6 to the Loan and Security Agreement does not purport to be
complete and is subject to and qualified in its entirety by reference to the
actual text of such agreement. The terms of the Loan and Security Agreement were
amended to provide that (i) the expiration date of the Loan and Security
Agreement shall be the earlier of (1) August 1, 2005; (2) the date of
termination of the Lender's obligations to make Loans (as defined in the Loan
and Security Agreement) or to use its best efforts to cause Letters of Credit
(as defined in the Loan and Security Agreement) to be used pursuant to the terms
of the Loan and Security Agreement; or (3) the date on which either
substantially all of the assets or stock of RFI Corporation or Del Medical
Imaging Corp. are sold, (ii) the maximum amount of the facility under the Loan
and Security Agreement is reduced to $5,000,000, (iii) the borrowers under the
Loan and Security Agreement agree to pay the Lender a fee for Amendment No. 6 in
the amount of $50,000, (iv) the Performance Fee (as defined in the Loan and
Security Agreement) shall be paid upon execution of Amendment No. 6 and (v) to
the extent the obligation of the Lender to make Loans and to use its best
efforts to cause Letters of Credit to be issued is not terminated and the
Obligations (as defined in the Loan and Security Agreement) are not paid in full
by December 31, 2004, the borrowers under the Loan and Security Agreement shall
pay the Lender on the first day of each month commencing on January 1, 2005 and
ending the date all of the Obligations, including all amounts required for
Collateralization (as defined in the Loan and Security Agreement) of Letters of
Credit shall be paid in full and the Lender's commitments to make Loans under
the Loan and Security Agreement shall have been terminated, a fee in the amount
of $10,000.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Businesses Acquired.
Not Applicable
(b) Pro Forma Financial Information.
Not Applicable
(c) Exhibits.
99.01 First Amendment to Villa Loan Agreement dated October 22,
2004 between the registrant and Villa Sistemi.
99.02 Amendment No. 6 dated as of October 25, 2004 to the Loan
and Security Agreement by and among the registrant, Bertan
High Voltage Corp., RFI Corporation, Del Medical Imaging
Corp. and GE Business Capital Corporation f/k/a/
Transamerica Business Capital Corporation, dated as of
June 10, 2002.
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 hereunto duly authorized.
DEL GLOBAL TECHNOLOGIES CORP.
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(Registrant)
Date: October 26, 2004
By: /s/ Walter Schneider
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Walter Schneider
Chief Executive Officer
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.01 First Amendment to Villa Loan Agreement dated October 22, 2004
between the registrant and Villa Sistemi.
99.02 Amendment No. 6 dated as of October 25, 2004 to the Loan and
Security Agreement by and among the registrant, Bertan High
Voltage Corp., RFI Corporation, Del Medical Imaging Corp. and
GE Business Capital Corporation f/k/a/ Transamerica Business
Capital Corporation, dated as of June 10, 2002.
