Item 1.01 Entry Into a Material Definitive Agreement.
On April 12, 2022, Optex Systems Holdings, Inc., a Delaware corporation (the
"Company"), and its subsidiary, Optex Systems, Inc. ("Optex", and with the
Company, the "Borrowers"), entered into an Amended and Restated Loan Agreement
(the "Loan Agreement") with PNC Bank, National Association, successor to BBVA
USA (the "Lender"), pursuant to which the Borrowers' existing revolving line of
credit facility was decreased from $2.25 million to $1.125 million, and the
maturity date was extended from April 15, 2022 to April 15, 2023. Obligations
outstanding under the credit facility will accrue interest at a rate equal to
the Lender's prime rate minus 0.25%.
The Loan Agreement contains customary events of default and negative covenants,
including but not limited to those governing indebtedness, liens, fundamental
changes, investments, and restricted payments. The Loan Agreement also requires
the Borrowers to maintain a fixed charge coverage ratio of at least 1.25:1. The
credit facility is secured by substantially all of the operating assets of the
Borrowers as collateral. The Borrowers' obligations under the credit facility
are subject to acceleration upon the occurrence of an event of default as
defined in the Loan Agreement.
The foregoing summary of the Loan Agreement and the transactions contemplated
thereby is qualified in its entirety by reference to the text of such agreement,
a copy of which is attached hereto as Exhibit 10.1 and is incorporated by
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
As described in Item 1.01 above, on April 12, 2022, the Company's existing
revolving credit facility was amended and restated. The terms of the credit
facility disclosed in Item 1.01 are incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
10.1 Amended and Restated Loan Agreement dated as of April 12, 2022 by and
among Optex Systems Holdings, Inc., Optex Systems, Inc., and PNC Bank,
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