edgewave_8k-090811.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): September 8, 2011
 
 
EDGEWAVE, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
  
0-50813
  
20-0996152
(State or other jurisdiction of incorporation)
  
(Commission File Number)
  
(I.R.S. Employer Identification No.)
 
15333 Avenue of Science
San Diego, CA 92128
(Address of principal executive offices and zip code)
 
Registrant’s telephone number, including area code: (858) 676-2277
 
 
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.

Silicon Valley Bank Loan Amendment
 
On September 8, 2011, EdgeWave, Inc. (“Edgewave”) entered into a Tenth Amendment to the Loan and Security Agreement (the “Loan Amendment”) with Silicon Valley Bank (“SVB”) with an effective date of September 2, 2011, amending the existing Loan and Security Agreement entered into between Edgewave and SVB on May 11, 2007 as amended. Pursuant to the terms of the Loan Amendment, among other things, SVB waived EdgeWave’s requirement to comply with section 6.9(b) of the Loan Agreement for the June 2011 and July 2011 measuring periods.
 

Item 2.03    Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The disclosure requirement of this Item 2.03 is included in Item 1.01 above and is incorporated herein by reference.
 
  
Item 9.01    Financial Statements and Exhibits.

(d)           Exhibits.
   
Exhibit Number
  
Description
10.1
  
Tenth Amendment to Loan and Security Agreement between EdgeWave, Inc. and Silicon Valley Bank, dated September 8, 2011.
 
    
 
  
 
2
 

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, thereunto duly authorized.
 
       
 
EDGEWAVE, INC.
  
       
Dated: September 9, 2011
By:
/s/ Louis E. Ryan
  
   
Louis E. Ryan
  
   
Chief Executive Officer and Chairman of the Board of Directors
  


 
 
 
 
 
 
 
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