Current Report Filing (8-k)
March 13 2018 - 6:11AM
Edgar (US Regulatory)
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): March 12, 2018
NTN
BUZZTIME, INC.
(Exact
name of registrant as specified in charter)
Delaware
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001-11460
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31-1103425
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(I.R.S.
Employer
Identification
No.)
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2231
Rutherford Rd, Suite 200
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Carlsbad,
California
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92008
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(Address
of principal executive offices)
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(Zip
Code)
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(760)
438-7400
(Registrant’s
telephone number, including area code)
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):
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act
of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company [ ]
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
Item
1.01
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Entry
into a Material Definitive Agreement.
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On
March 12, 2018, we entered into an amendment to the amended and restated loan and security agreement we entered into with East
West Bank (EWB) on November 29, 2017.
The
following is a summary of the material terms of the amendment:
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●
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EWB
waived our minimum fixed charge coverage ratio covenant default for the fiscal quarter ended December 31, 2017.
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●
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The
minimum fixed charge coverage ratio covenant was suspended for 2018, and as a result, we are not required to satisfy this
covenant until the quarter ended March 31, 2019.
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●
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A
covenant was added under which we are required to achieve the minimum Adjusted EBITDA (as defined below) set forth below for
the period indicated:
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Six Month Period Ending
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Minimum Adjusted EBITDA
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March 31, 2018
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$
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600,000
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June 30, 2018
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$
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1,200,000
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September 30, 2018
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$
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1,600,000
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December 31, 2018
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$
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1,500,000
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“Adjusted
EBITDA” is (a) EBITDA, plus (b) other noncash expenses and charges, plus (c) to the extent approved by EWB, other onetime
charges, plus (d) to the extent approved by EWB, any losses arising from the sale, exchange, transfer or other disposition of
assets not in the ordinary course of business plus (e) with respect to the fiscal quarter ended December 31, 2017, the non-cash
inventory write-off expenses. “EBITDA” is (a) net income, plus (b) interest expense, plus (c) to the extent deducted
in the calculation of net income, depreciation expense and amortization expense, plus (d) income tax expense.
The
foregoing summary description of the amendment to the amended and restated loan agreement does not purport to be complete and
is qualified in its entirety by reference to a copy thereof, which is filed as an exhibit to this report and is incorporated herein
by reference.
Item
2.03
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Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
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The
information set forth in Item 1.01 above is incorporated into this Item 2.03 by reference.
Item
9.01
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Financial
Statements and Exhibits.
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SIGNATURE
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.
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NTN
BUZZTIME, INC.
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BY:
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/s/
Allen Wolff
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Allen
Wolff
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Chief
Financial Officer
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Date:
March 12, 2018
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