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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): April 6, 1999
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PRECEPT BUSINESS SERVICES, INC.
(Exact name of registrant as specified in its charter)
Commission file number: 000-23735
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Texas 75-2487353
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1909 Woodall Rodgers Freeway, Suite 500 75201
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (214) 754-6600
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ITEM 5. OTHER EVENTS.
On March 22, 1999, Precept Business Services, Inc. ("Precept") signed a
Revolving Line of Credit Agreement ("Credit Agreement") with Bank One, Texas,
N.A. The Credit Agreement provides up to $40 million for borrowing by Precept
to be used for acquisitions, working capital and general corporate purposes.
The amount available to borrow under the Credit Agreement is determined based on
a multiple of three times the trailing twelve months pro forma EBITDA. EBITDA
is defined as earnings before interest, taxes, depreciation and amortization.
EBITDA is also adjusted for the historical EBITDA of acquired companies for the
periods during the trailing twelve months that the acquired companies results of
operations are not included in the historical operating results of Precept. The
operating results of acquired companies are also adjusted on a pro forma basis
for interest, depreciation, amortization, owners' compensation and non-recurring
charges.
Two banks, Bank One, Texas, NA and Wells Fargo Bank, NA, participated in
this Credit Agreement. The Credit Agreement provides for an increase of $10
million if new lenders join the banking group or existing lenders increase their
levels of commitment.
The Credit Agreement includes other customary covenants and conditions
relating to the conduct and operation of Precept's business. Specifically, each
quarter, Precept will be subject to a 3:1 EBITDA to interest coverage ratio, to
minimum net worth levels and to limits on capital expenditures. In addition,
acquisitions of companies with a purchase price greater than $7.5 million
individually and $25 million on an aggregate annual basis, will require approval
from the banking group.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
( c ) Exhibits
10.1 Credit Agreement among Precept Business Services, Inc., the
institutions from time to time party hereto, Bank One, Texas, NA, as
Agent and First Chicago Capital Markets, Inc., as Arranger, dated
March 22, 1999.
99.1 Press release dated March 25, 1999 announcing signing of Credit
Agreement.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly issued this report to be signed on its behalf by the
undersigned hereunto duly authorized.
PRECEPT BUSINESS SERVICES, INC.
April 6, 1999 By: /s/ William W. Solomon, Jr.
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William W. Solomon, Jr.
Senior Vice President, Chief Financial Officer
(Principal Financial and Accounting Officer)
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