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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):
August 18, 2006
INTEGRATED PERFORMANCE SYSTEMS, INC.
(Exact name of registrant as specified in its charter)
New York 000-30794 11-3042779
(State of incorporation) (Commission File No.) (IRS Employer
Identification No.)
901 Hensley Lane
Wylie, Texas 75098
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (214) 291-1427
Not Applicable
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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:
[ ] 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))
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Item 1.01 Entry into a Material Definitive Agreement.
August 18, 2006, the Company entered into a credit facility with Amegy Bank
of Texas for a $2 million five-year term loan, coupled with a $3 million
line of credit (LOC) and a $5.5 million real estate loan. The term loan and
line of credit are being refinanced at more favorable terms. The loans bear
interest at Libor + 1.5-1.75% and are collateralized by various company
assets.
The real estate loan allows the Company to purchase its manufacturing
facility and accompanying property for $6.3 million from a related party.
The Company will make principal payments of approximately $23,000 per month
plus interest. The term of the real estate note is seven years. The
seller is the Jacoby Family Limited Partnership II, whose general partner,
Jacco Investments, Inc. (JACCO), is a related party. The Company previously
leased this facility from JACCO under a long-term lease. The terms of the
lease included rent of $65,000 per month through 2017.
On August 23, 2006 the Company entered into an interest rate swap
transaction with Amegy Bank to fix the rate of the real estate loan
pursuant to an ISDA Master Agreement. The notational amount of the swap
is $5.5 million subject to amortization and the term runs concurrent with
the real estate note maturing in seven years. The fixed rate applicable
to this transaction is 7.25%.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Number Description
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10.1 Loan Agreement, between the Company and Amegy Bank
of Texas.
10.2 Security Agreement, between the Company and Amegy Bank
of Texas
10.3 Real Estate contract between Jacoby Family Limited
Partnership II and the Company
10.4 $2 million equipment Promissory Note
10.5 $3 million line of credit Promissory Note
10.6 $5.5 million real estate Promissory Note
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.
INTEGRATED PERFORMANCE SYSTEMS, INC.
Dated: August 24, 2006 By: /s/ BRAD J. PETERS
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Name: Brad J. Peters
Title: Vice President and Chief Financial Officer