Current Report Filing (8-k)
March 31 2015 - 5:15PM
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) March
31, 2015
INTRICON CORPORATION
(Exact name of registrant as specified in its
charter)
Pennsylvania |
1-5005 |
23-1069060 |
(State or other jurisdiction of
incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1260 Red Fox Road, Arden Hills, MN 55112
(Address of principal executive offices) (Zip
Code)
Registrant’s telephone number, including
area code (651) 636-9770
N/A
(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 (see
General Instruction A.2. below):
☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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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. |
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Item 2.03 |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant |
Amendment of Loan and Security Agreement.
On March 31, 2015, IntriCon Corporation (the
“Company”) and its domestic subsidiaries entered into a Seventh Amendment to the Loan and Security Agreement with The
PrivateBank and Trust Company. The amendment, among other things:
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extended the term loan and revolving loan maturity date to February 28, 2019; |
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increased the Company’s term loan to $5.0 million from its then current balance of $1.75 million, as a result of which the Company today borrowed an additional $3.25 million under the term loan facility; the term loan is amortized in quarterly principal installments of $250,000 plus accrued interest, with the first payment due on June 30, 2015, and any remaining principal and accrued interest is payable on February 28, 2019; |
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amended the applicable base rate margin, applicable LIBOR rate margin, applicable LOC fee and applicable non-use fee based on the then applicable leverage ratio; |
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increased the annual capital expenditure limit to $4.5 million; and |
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implemented investment provisions to allow for up to $4.0 million investment spending prior to requiring bank approval. |
The foregoing description of the amendment does
not purport to be complete and is qualified in its entirety by reference to such document, which the Company expects to file as
an exhibit to its Quarterly Report on Form 10-Q for the quarter ending March 31, 2015.
Item 7.01 |
Regulation FD Disclosure. |
A copy of the Company’s press release issued
in connection with the amendment described above is furnished herewith as Exhibit 99.1.
Item 9.01. |
Financial Statements and Exhibits. |
(d) Exhibits
99.1 Press Release dated March 31, 2015.
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.
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INTRICON CORPORATION |
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By: |
/s/ Scott Longval |
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Name: |
Scott Longval |
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Title: |
Chief Financial Officer |
Date: March 31, 2015 |
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Exhibit Index
Exhibit No. |
Description |
99.1 |
Press Release dated March 31, 2015. |
Exhibit 99.1
FOR IMMEDIATE RELEASE
INTRICON
AMENDS DOMESTIC CREDIT FACILITIES
Increases Domestic Borrowing Capacity and
Improves Financial Flexibility
ARDEN HILLS, Minn. — March 31, 2015—IntriCon
Corporation (NASDAQ: IIN), a designer, developer, manufacturer and distributor of miniature
and micro-miniature body-worn devices, announced today that it has amended its credit facilities with The PrivateBank.
Highlights of the amendment include:
| · | Increasing IntriCon’s term loan to $5.0 million from its current balance of $1.75 million,
amortized in quarterly principal installments of $250,000; |
| · | Lowering interest rates on the term loan and revolving loan compared to the company’s existing
facility; |
| · | Extending the term loan and revolving loan maturity date to February 28, 2019; |
| · | Increasing the annual capital expenditure limit to $4.5 million; and |
| · | Implementing investment provisions that allow for up to $4.0 million in investment spending prior
to requiring bank approval. |
Said Mark S. Gorder, president and chief executive
officer, "As we continue to aggressively pursue significant revenue opportunities in the value hearing health, or VHH, and
medical biotelemetry markets, financial flexibility is critical. The expansion of our VHH business requires the company to establish
infrastructure and secure channel partners to capitalize on the rapidly emerging market. Additionally, core technology investments—including
development of ultra-low-power wireless technology aimed at increasing efficiencies and access to the emerging VHH distribution
channel and medical biotelemetry markets—are essential to our long-term success.
“Working with our partners at The PrivateBank,
we have created a lending structure that provides broader flexibility and enhances management’s ability to move quickly on
opportunities that arise. This amendment reinforces The PrivateBank’s commitment to our strategic plan and its belief in
our ability to execute our growth initiatives successfully.”
IntriCon Corporation
March 31, 2015
Page 2
About IntriCon Corporation
Headquartered in Arden Hills, Minn., IntriCon Corporation designs, develops and manufactures miniature and micro-miniature body-worn
devices. These advanced products help medical, healthcare and professional communications companies meet the rising demand for
smaller, more intelligent and better connected devices. IntriCon has facilities in the United States, Asia and Europe. The company’s
common stock trades under the symbol “IIN” on the NASDAQ Global Market. For more information about IntriCon, visit
www.intricon.com.
Forward-Looking Statements
Statements made in this release and in IntriCon’s other public
filings and releases that are not historical facts or that include forward-looking terminology are “forward-looking statements”
within the meaning of the Securities Exchange Act of 1934, as amended. These forward-looking statements may be affected by known
and unknown risks, uncertainties and other factors that are beyond IntriCon’s control, and may cause IntriCon’s actual
results, performance or achievements to differ materially from the results, performance and achievements expressed or implied in
the forward-looking statements. These risks, uncertainties and other factors are detailed from time to time in the company’s
filings with the Securities and Exchange Commission, including the Annual Report on Form 10-K for the year ended December 31, 2014.
The company disclaims any intent or obligation to publicly update or revise any forward-looking statements, regardless of whether
new information becomes available, future developments occur or otherwise.
Contacts
At IntriCon:
Scott Longval, CFO
651-604-9526
slongval@intricon.com |
At PadillaCRT:
Matt Sullivan
612-455-1709
matt.sullivan@padillacrt.com |
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