Commerce Energy Group, Inc. - Current report filing (8-K)
July 25 2008 - 3:55PM
Edgar (US Regulatory)
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):
July 21, 2008
COMMERCE
ENERGY GROUP, INC.
(Exact
name of registrant as specified in its charter)
Delaware
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001-32239
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20-0501090
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(State
or other jurisdiction of
incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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600
Anton Blvd., Suite 2000
Costa
Mesa, California
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92626
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
(714) 259-2500
Not
Applicable
(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:
o
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2 (b))
o
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 July 21, 2008,
Commerce
Energy
Group, Inc., a Delaware corporation (the
"Company"), Commerce Energy, Inc., a California corporation and wholly-owned
subsidiary of the Company ("Commerce"), Wachovia Capital Finance Corporation
(Western), a California corporation, as Agent and Lender (the "Agent"), and
Wells Fargo Foothill LLC, as Lender, entered into a Ninth
Amendment to Loan
and Security Agreement (the "Amendment") amending that certain Loan and
Security Agreement dated June 8, 2006, as amended (the "Credit Facility") by and
among the Company, Commerce and the
Agent. Capitalized
terms not otherwise defined have the meaning set forth in the Credit
Facility.
The
Amendment revises several provisions of the Credit Facility, including, without
limitation, (i) certain financial covenants, (ii) the definition of Borrowing
Base and (iii) the revolving loan limit amount.
Pursuant
to the Amendment, Commerce is not required to comply with Excess
Availability financial convenants for up to five days per calendar month upon
written notice to Agent. In addition, the Compliance with liquidity forecast
requirements were amended and restated in their entirety.
The
definition of Borrowing Base was amended to include in the calculation the
sum of all collections received on Accounts of Borrowers during the immediately
preceeding forty-five (45) days rather than the immediately preceeding thirty
(30) days.
Additionally,
under the Amendment, the Revolving Loan Limit was amended from $50,000,000 to
$45,0000,000.
Under
the terms of the Amendment, Commerce acknowledged and agreed that it would
terminate the Credit Facility on or before October 1, 2008 and also acknowledged
and agreed to obtain subordinated financing
of no less than
$10,000,000 on or before July 25, 2008.
The
foregoing summary of the Amendment is not complete and is qualified in its
entirety by reference to the actual Amendment, which is attached hereto as
Exhibit 99.1 and incorporated herein by reference.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits. The following item is filed as an exhibit to the
Report:
Exhibit
No.
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Description
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99.1
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Ninth
Amendment to Loan and Security Agreement, dated July 21, 2008, by and
among Commerce Energy, Inc., Commerce Energy Group, Inc., Wachovia Capital
Finance Corporation (Western), as Agent and Lender and Wells Fargo
Foothill, LLC, as Lender
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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.
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COMMERCE
ENERGY GROUP, INC.
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a
Delaware corporation
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Date: July
25, 2008
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By: /s/
C. Douglas Mitchell
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C. Douglas Mitchell
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Chief Financial Officer
(Principal Financial and Accounting
Officer)
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Exhibit Index
Exhibit
No.
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Description
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99.1
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Ninth
Amendment to Loan and Security Agreement, dated July 21, 2008, by and
among Commerce Energy, Inc., Commerce Energy Group, Inc., Wachovia Capital
Finance Corporation (Western), as Agent and Lender and Wells Fargo
Foothill, LLC, as Lender
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