Attached files
| file | filename |
|---|---|
| EX-10.2 - Access to Money, Inc. | v199923_ex10-2.htm |
| EX-10.1 - Access to Money, Inc. | v199923_ex10-1.htm |
| EX-10.3 - Access to Money, Inc. | v199923_ex10-3.htm |
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) October 21, 2010
ACCESS
TO MONEY, INC.
(Exact
Name of Registrant as Specified in Its Charter)
|
Delaware
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0-19657
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93-0809419
|
||
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(State
or Other Jurisdiction
of
Incorporation)
|
(Commission
File Number)
|
(IRS
Employer
Identification
No.)
|
1101
Kings Highway N, Suite G100
Cherry Hill, New Jersey 08034
(Address
of Principal Executive Offices) (Zip Code)
(856) 414-9100
(Registrant’s Telephone Number, Including Area Code)
(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:
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¨
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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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Section
1 – Registrant’s Business and Operations
Item
1.01 Entry into a Material
Definitive Agreement.
Amendment to Loan and
Security Agreement
On
October 21, 2010, Access to Money, Inc. (the “Company”, “we”, or “us”) and certain of
its subsidiaries entered into a First Amendment to Loan and Security Agreement
(the “Amendment”) with
Sovereign Bank (the “Bank”). The
Amendment amends the Loan and Security Agreement (the “Senior Loan and Security
Agreement”), dated September 3, 2010, by and among us, our subsidiaries
and the Bank. The Amendment (i) reduces the minimum
liquidity requirement on deposit with the Bank from $2.75 million to $2 million,
and (ii) reduces the minimum cash balance requirement on deposit with the Bank
after making any payment on subordinated indebtedness, other than certain
in-kind payments, from $3.75 million to $3.25 million.
Other
than as revised by the Amendment, the terms and conditions set forth in the
Senior Loan and Security Agreement remain in effect.
Amendment to Amended and
Restated Loan and Security Agreement
On
October 21, 2010, we and certain of our subsidiaries entered into a First
Amendment to Amended and Restated Loan and Security Agreement (the “Lampe Amendment”)
with LC Capital Master Fund, Ltd. (“LC Capital”), Cadence
Special Holdings II, LLC (“Cadence”), and Lampe
Conway & Co., LLC, as administrative agent and collateral agent (“Lampe”). The
Lampe Amendment amends the Amended and Restated Loan and Security Agreement (the
“Amended and Restated
Loan and Security Agreement”), dated September 3, 2010, by and among us,
our subsidiaries, LC Capital, Cadence and Lampe, as administrative and
collateral agent. The Lampe Amendment (i) reduces the minimum
liquidity requirement on deposit with the Bank from $2.2 million to $1.45
million, (ii) reduces the minimum cash balance requirement on deposit with the
Bank after making any payment on subordinated indebtedness, other than certain
in-kind payments, from $3.75 million to $3.25 million, and (iii) changes the
dates in which interest shall be paid from April 18 and October 18 of each year
to March 3 and September 3 of each year.
Other
than as revised by the Lampe Amendment, the terms and conditions set forth in
the Amended and Restated Loan and Security Agreement remain in
effect.
Allonge to Amended and
Restated Subordinated Promissory Note
On
October 21, 2010, we executed a First Allonge to Amended and Restated
Subordinated Promissory Note (the “Allonge”) in favor of
Douglas S. Falcone, our Chief Operating Officer. The Allonge amends
the Amended and Restated Subordinated Promissory Note (the “Subordinated Note”)
made by us in favor of Mr. Falcone by changing the dates in which interest shall
be paid from April 18 and October 18 of each year to March 3 and September 3 of
each year. All other terms and conditions of the Subordinated Note
remain in effect.
The
descriptions of the Amendment, the Lampe Amendment, and the Allonge set forth
above are qualified in their entirety by reference to copies of such agreements
filed as exhibits to this report and incorporated herein by this
reference.
Section
2 - Financial Information
Item
2.03 Creation of a
Direct Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant.
The
information provided in Item 1.01 regarding the Amendment, the Lampe Amendment,
and the Allonge are incorporated by reference into this Item 2.03.
Section
9 – Financial Statements and Exhibits
Item
9.01 Financial
Statements and Exhibits.
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(d)
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Exhibits
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No.
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Description
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10.1
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First
Amendment to Loan and Security Agreement, dated as of October 21, 2010 and
effective as of September 3, 2010, by and among the Company, certain of
the Company’s subsidiaries, and Sovereign Bank.
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10.2
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First
Amendment to Amended and Restated Loan and Security Agreement, dated as of
October 21, 2010 and effective as of September 3, 2010, by and among the
Company, certain of the Company’s subsidiaries, LC Capital Master Fund,
LP, Cadence Special Holdings II, LLC, and Lampe Conway & Co., LLC, as
administrative and collateral agent.
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10.3
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First
Allonge to Amended and Restated Subordinated Promissory Note, dated
October 21, 2010 and effective as of September 3, 2010, executed by the
Company in favor of Douglas B.
Falcone.
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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 hereunto
duly authorized.
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ACCESS
TO MONEY, INC.
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By:
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/s/ Michael J. Dolan
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Name:
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Michael
J. Dolan
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Date: October
26, 2010
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Title:
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Chief
Financial Officer
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