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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
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Date of Report (Date of Earliest Event Reported):
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January 8, 2018
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RELM Wireless Corporation
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(Exact name of registrant as specified in its charter)
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Nevada
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001-32644
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59-3486297
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(State or other jurisdiction
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(Commission
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(I.R.S. Employer
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of incorporation)
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File Number)
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Identification No.)
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7100 Technology Drive, West Melbourne, FL
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32904
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number,
including area code:
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(321) 984-1414
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N/A
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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. [ ]
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.
Exhibit
No.
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Description
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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.
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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.
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RELM
WIRELESS CORPORATION
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By:
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/s/
William
P. Kelly
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William P.
Kelly
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Executive Vice
President and
Chief
Financial Officer
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Date:
January 9, 2018