Attached files
| file | filename |
|---|---|
| EX-10.02 - EXHIBIT 10.02 - OURPETS CO | v454802_ex10-02.htm |
| EX-10.01 - EXHIBIT 10.01 - OURPETS CO | v454802_ex10-01.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 Act of 1934
Date of Report: December 9, 2016
(Date of earliest event reported)
OurPet’s Company
(Exact name of registrant as specified in its charter)
| Colorado | 000-31279 | 34-1480558 |
| (State or other jurisdiction | (Commission | (I.R.S. Employer |
| of incorporation) | File Number) | Identification Number) |
1300 East Street, Fairport Harbor, OH 44077
(Address of principal executive offices including zip code)
440-354-6500
(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:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | 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. |
On December 9, 2016, OurPet’s Company (“OurPet’s”), and its wholly owned subsidiaries, Virtu Company and SMP Company, Incorporated (the “Subsidiaries”) amended their revolving credit facility (the “Credit Facility”) with The Huntington National Bank, as successor-in-interest to FirstMerit Bank, N.A., (the “Lender”) and replaced their current commercial security agreement for the Credit Facility with a revised Commercial Security Agreement among OurPet’s, the Subsidiaries and the Lender dated December 9, 2016 (the “Security Agreement”). The Credit Facility extends the maturity date of the revolving credit facility to June 30, 2018. All other terms of the Credit Facility remain unchanged.
The Credit Facility has a variable interest rate based upon LIBOR plus 2.25%, resulting in an initial rate of 2.867% per annum. In connection with the Credit Facility, OurPet’s and the Subsidiaries executed a replacement Promissory Note in the principal amount of $5,000,000 (the “Note” and together with the Security Agreement, the “Loan Documents”).
The foregoing description of the Loan Documents is not complete and is qualified in its entirety by reference to each of the Loan Documents, which are attached to this current report as Exhibits 10.01 and 10.02.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The disclosures set forth under Item 1.01 of this current report on Form 8-K are incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit 10.01 | Promissory Note in the principal amount of $5,000,000, dated December 9, 2016, executed by OurPet’s Company, Virtu Company, and SMP Company, Incorporated. |
| Exhibit 10.02 | Commercial Security Agreement, dated December 9, 2016, executed by OurPet’s Company, Virtu Company, and SMP Company, Incorporated. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| OurPet’s Company | |||
| By: | /s/ Scott R. Mendes | ||
| Name: | Scott R. Mendes | ||
| Title: | Chief Financial Officer and Treasurer | ||
Dated: December 14, 2016