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): January 31, 2013
________________
Quantum
Corporation
(Exact name of Registrant
as Specified in its Charter)
Delaware | 1-13449 | 94-2665054 |
(State or Other Jurisdiction | (Commission File | (I.R.S. Employer |
of Incorporation) | Number) | Identification No.) |
1650 Technology Drive, Suite
800
San Jose, CA 95110
(Address of
Principal Executive Offices)
(408) 944-4000
(Registrants 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 Instructions A.2 below):
c | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
c | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
c | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
c | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 20.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement
Reference is made to (i) that certain Credit Agreement, dated March 29, 2012 (the Credit Agreement), by and among Wells Fargo Capital Finance LLC, as administrative agent (the Agent), the lenders that are parties thereto (the Lenders), and Quantum Corporation (the Company), and (ii) that certain Security Agreement, dated March 29, 2012 (the Security Agreement), by and between the Company and the Agent. On January 31, 2013, the Company entered into the Fourth Amendment to Credit Agreement and First Amendment to Security Agreement (the Amendment), among the Company, the Agent and the Lenders, pursuant to which, among other amendments, the maximum principal amount of loans that is available to be borrowed under the Credit Agreement was amended to be the lesser of (x) $55,000,000 and (y) the amount of the borrowing base, which consists of a cash component, an account component and an inventory component.
In addition, the financial covenants were amended to require that the Company maintain a Fixed Charge Coverage Ratio (as defined in the Credit Agreement) of at least 1.10 for the 12 month period ending on the last day of any fiscal quarter during which a financial covenant period is in effect. A financial covenant period commences on any date on which (a) Liquidity (as defined in the Amendment) is less than $16,500,000 or (b) Pure Availability (as defined in the Amendment) is less than $10,000,000, and shall continue until the later of (x) the last day of the first full fiscal quarter after the date such period commenced and (y) the last day of the fiscal quarter in which, for a period of sixty consecutive days, (i) Liquidity is greater than or equal to $16,500,000 and (ii) Pure Availability is greater than or equal to $10,000,000.
The foregoing description does not purport to be complete and is qualified in its entirety by reference to the Credit Agreement, the Security Agreement, and the Amendment itself, a copy of which is attached as Exhibit 10.1, and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. | Exhibit Description | |
10.1 | Fourth Amendment to Credit Agreement and First Amendment to Security Agreement, dated January 31, 2013, by and among Wells Fargo Capital Finance, LLC, as administrative agent, the lenders that are parties thereto, and Quantum Corporation. |
2
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.
Date: February 6, 2013 | Quantum Corporation | |
By: | /s/ Shawn D. Hall | |
Name: | Shawn D. Hall | |
Its: | Senior Vice President, General Counsel and Secretary |
Exhibit Index
Exhibit No. | Exhibit Description | |
10.1 | Fourth Amendment to Credit Agreement and First Amendment to Security Agreement, dated January 31, 2013, by and among Wells Fargo Capital Finance, LLC, as administrative agent, the lenders that are parties thereto, and Quantum Corporation. |