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) December 30, 2005
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POINT.360
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(Exact name of registrant as specified in its charter)
California
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(State or other jurisdiction of incorporation)
0-21917 95-4272619
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(Commission File Number) (IRS Employer Identification No.)
2777 North Ontario Street, Burbank, California 91504
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(Address of principal executive offices) (Zip Code)
(818) 565-1400
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(Registrant's telephone number, including area code)
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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))
Item 1.01. ENTRY INTO A MATERIAL DEFINITIVE CONTRACT.
On December 30, 2005, Point.360 (the "Company") entered a new $10 million
General Electric Capital Corporation Promissory Note (the "Promissory Note")
for a term loan and a related Master Security Agreement. The term loan
provides for interest at LIBOR plus 3.15% and is secured by the Company's
equipment. The term loan will be repaid in 60 equal principal payments, plus
interest. The maximum undiscounted potential amount of future principal and
interest payments, assuming an interest rate of 8.00%, is $12,166,000.
The Promissory Note and Master Security Agreement require the Company to
comply with various business and financial covenants.
Item 2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.
On December 30, 2005, the Company entered into the Promissory Note and Master
Security Agreement, the material terms and conditions of which are described
in Item 1.01 above and are incorporated herein by reference.
Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
10.1 Promissory Note between General Electric Capital Corporation and the
Company dated December 30, 2005.
10.2 Master Security Agreement between General Electric Capital Corporation
and the Company dated December 30, 2005.
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.
Point.360
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(Registrant)
Date: January 3, 2006 By: /s/ Alan R. Steel
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Alan R. Steel
Executive Vice President,
Finance and Administration,
Chief Financial Officer
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