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EX-10.1 - SEVENTH AMENDMENT TO LOAN AND SECURITY AGREEMENT - BK Technologies Corprwc_ex101.htm
 

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 8, 2018
 
RELM Wireless Corporation
__________________________________________
(Exact name of registrant as specified in its charter)
 
 
 
 
Nevada
001-32644
59-3486297
____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation)
File Number)
Identification No.)
  
 
 
7100 Technology Drive, West Melbourne, FL
 
32904
_________________________________
(Address of principal executive offices)
 
___________
(Zip Code)
 
 
 
 
     Registrant’s telephone number, including area code:
 
(321) 984-1414
 
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:
 
[  ]  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))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
 
Emerging growth company [ ]
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  [ ]
 

 
 
 
Item 1.01                       
Entry into a Material Definitive Agreement.
 
On January 8, 2018, RELM Wireless Corporation (the “Company”), RELM Communications, Inc., the Company’s wholly-owned subsidiary (“RELM Communications”), and Silicon Valley Bank, as lender (“SVB”), amended their Loan and Security Agreement dated as of October 23, 2008, as amended by the First Amendment thereto dated as of October 20, 2010, the Second Amendment thereto dated as of June 22, 2011, the Third Amendment thereto dated as of December 18, 2012, the Fourth Amendment thereto dated as of January 28, 2015, the Fifth Amendment thereto dated as of December 29, 2015, and the Sixth Amendment thereto dated as of January 17, 2017 and effective as of December 28, 2016, by and among the Company, RELM Communications and SVB (as amended, the “Loan and Security Agreement”), under which the Company’s existing secured revolving credit facility (the “Credit Facility”) is maintained, by entering into the Seventh Amendment to Loan and Security Agreement (the “Seventh Amendment”). Effective as of December 27, 2017, the Seventh Amendment extends the maturity date of the Credit Facility to December 26, 2018.
 
The Company continues to be subject to substantially the same customary borrowing terms and conditions under the Credit Facility as it was prior to the Seventh Amendment, including the accuracy of representations and warranties, compliance with financial maintenance and restrictive covenants and the absence of events of default.
 
The Company was in compliance with all covenants under the Loan and Security Agreement, as amended by the Seventh Amendment, as of the date of filing this Current Report on Form 8-K. As of the date of filing this Current Report on Form 8-K, the Company had no borrowings outstanding under the Credit Facility.
 
The foregoing description of the Credit Facility and the Loan and Security Agreement, as amended by the Seventh Amendment, does not purport to be complete and is qualified in its entirety by reference to the text of the Seventh Amendment filed herewith as Exhibit 10.1 and incorporated herein by reference.
 
Item 2.03 
Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of the Registrant.
 
The information required by Item 2.03 is included in Item 1.01 above and is incorporated herein by reference.
 
(d)            
Exhibits.
 
Exhibit No.
Description
 
 
Seventh Amendment to Loan and Security Agreement, entered into as of January 8, 2018 and effective as of December 27, 2017, by and among Silicon Valley Bank, RELM Wireless Corporation and RELM Communications, Inc.
 
 
 
 
 
SIGNATURE
 
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.
 
 
 
RELM WIRELESS CORPORATION
 
 
 
 
 
 
By:  
/s/ William P. Kelly
 
 
 
William P. Kelly
 
 
 
Executive Vice President and
Chief Financial Officer
 

 
Date: January 9, 2018