Last10K.com

Blonder Tongue Laboratories Inc (BDR) SEC Filing 8-K Material Event for the period ending Tuesday, April 5, 2022

Blonder Tongue Laboratories Inc

CIK: 1000683 Ticker: BDR
0001000683 false 0001000683 2022-04-05 2022-04-05 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

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): April 5, 2022

 

Blonder Tongue Laboratories, Inc.

(Exact Name of registrant as specified in its charter)

 

Delaware   1-14120   52-1611421
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (I.R.S. Employer
Identification No.)

 

One Jake Brown Road, Old Bridge, New Jersey  08857

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (732) 679-4000

 

Not Applicable

(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))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading symbol(s)   Name of each exchange on which registered
Common Stock, par value $.001   BDR   NYSE American

 

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 1.01Entry into a Material Definitive Agreement.

 

As previously disclosed, on October 25, 2019, Blonder Tongue Laboratories, Inc. (the “Company”), R. L. Drake Holdings, LLC, a wholly-owned subsidiary of the Company, Blonder Tongue Far East, LLC, a wholly-owned subsidiary of the Company and MidCap Business Credit LLC (“MidCap”) entered into a Loan and Security Agreement (All Assets) (the “Original Agreement”), which was subsequently amended by a Consent and Amendment to Loan Agreement and Loan Documents dated as of April 7, 2020 (the “First Amendment”), a Second Amendment to Loan Agreement dated as of January 8, 2021 (the “Second Amendment”), a Third Amendment to Loan Agreement dated as of June 14, 2021 (the “Third Amendment”), a Fourth Amendment to Loan Agreement dated as of July 30, 2021 (the “Fourth Amendment”), a Fifth Amendment to Loan Agreement dated as of August 26, 2021 (the “Fifth Amendment”), a Sixth Amendment to Loan Agreement dated as of December 16, 2021 (the “Sixth Amendment,” a Seventh Amendment to Loan Agreement dated as of February 11, 2022 (the “Seventh Amendment” and an Eighth Amendment to Loan Agreement dated as of March 3, 2022 (the “Eighth Amendment” and together with the Original Agreement, the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment, the Fifth Amendment, the Sixth Amendment, the Seventh Amendment and the Eighth Amendment

the “Loan Agreement”).

 

The parties have entered into a Ninth Amendment to Loan Agreement, dated as of April 5, 2022 (the “Ninth Amendment”), to, among other things, modify the Loan Agreement's definition of "Borrowing Base" so as to provide for an over-advance facility (the “2022 Over-Advance Facility”) in an aggregate amount of up to $1,000,000. MidCap's agreement to enter into the Ninth Amendment was conditioned, in part, on the entry into a participation agreement between MidCap and Robert J. Pallé, a member of the Company's Board of Directors, and an affiliate of Mr. Pallé (the “Pallé Parties”). The terms of the Ninth Amendment and the participation agreement contemplate that any advances made pursuant to the 2022 Over-Advance Facility would be made by the Pallé Parties under the participation agreement. Advances under the Over-Advance Facility are subject to the discretion of MidCap and the Pallé Parties. All other substantive terms of the Loan Agreement continue in full force and effect.

 

The foregoing summary of the Ninth Amendment is not complete and is qualified in its entirety by reference to the full text of the Ninth Amendment, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. In addition, the Original Agreement is attached as an exhibit to our Current Report on Form 8-K filed on October 30, 2019, the First Amendment is attached as an exhibit to our Current Report on Form 8-K filed on April 9, 2020, the Second Amendment is attached as an exhibit to our Current Report on Form 8-K filed on January 11, 2021, the Third Amendment is attached as an exhibit to our Current Report on Form 8-K filed on June 15, 2021 the Fourth Amendment is attached as an exhibit to our Current Report on Form 8-K filed on August 2, 2021, the Fifth Amendment is attached as an exhibit to our Current Report on Form 8-K filed on August 30, 2021, the Sixth Amendment is attached as an exhibit to our Current Report on Form 8-K filed on December 17, 2021, the Seventh Amendment is attached as an exhibit to our Current Report on Form 8-K filed on February 15, 2022 and the Eighth Amendment is attached as an exhibit to our Current Report on Form 8-K filed on March 4, 2022. We encourage you to read each of the Original Agreement, the First Amendment, the Second Amendment, the Third Amendment, the Fourth Amendment, the Fifth Amendment, the Sixth Amendment, the Seventh Amendment, the Eighth Amendment and the Ninth Amendment in its entirety.

 

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

 

On April 5, 2022, pursuant to the 2022 Over-Advance Facility and the participation agreement described above, the Pallé Parties caused an initial advance of $200,000 to be provided to the Company. On April 7, 2022, an additional advance of $450,000 was provided to the Company. Further advances may be made to the Company at its request, subject to the discretion of MidCap and the Pallé Parties, in minimum amounts of not less than $100,000 per tranche. The amount advanced in each tranche will bear an interest rate of 1% per month.

 

The information contained in Item 1.01 above with respect to the Ninth Amendment is hereby incorporated by reference into this Item 2.03. Upon a default under the Loan Agreement, as amended, including the non-payment of principal or interest, the obligations of the borrower may be accelerated and MidCap may pursue its rights under the Loan Agreement, as amended, and the related pledge agreement, security agreement and guaranty agreement, and under the Uniform Commercial Code and/or any other applicable law or in equity.

 

2 

 

 

 

Item 9.01 Financial Statements and Exhibits

 


(d)       Exhibits. The following exhibits are filed herewith:

 

Exhibit No. Description
   
10.1 Ninth Amendment to Loan Agreement, dated April 5, 2022.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

3 

 

 

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.

  BLONDER TONGUE LABORATORIES, INC.
     
  By: /s/ Eric Skolnik
    Eric Skolnik
    Senior Vice President and Chief Financial Officer

 

Date: April 8, 2022

 

4 

 

View differences made from one to another to evaluate Blonder Tongue Laboratories Inc's financial trajectory

Compare SEC Filings Year-over-Year (YoY) and Quarter-over-Quarter (QoQ)
Sample 10-K Year-over-Year (YoY) Comparison

Compare this 8-K Corporate News to its predecessor by reading our highlights to see what text and tables were  removed  ,   added    and   changed   by Blonder Tongue Laboratories Inc.

Continue

Assess how Blonder Tongue Laboratories Inc's management team is paid from their Annual Proxy

Definitive Proxy Statement (Form DEF 14A)
Screenshot example of actual Proxy Statement

Blonder Tongue Laboratories Inc's Definitive Proxy Statement (Form DEF 14A) filed after their 2022 10-K Annual Report includes:

  • Voting Procedures
  • Board Members
  • Executive Team
  • Salaries, Bonuses, Perks
  • Peers / Competitors

Continue

Tools

Financial Statements, Disclosures and Schedules

Inside this 8-K Corporate News

Material Contracts, Statements, Certifications & more

Blonder Tongue Laboratories Inc provided additional information to their SEC Filing as exhibits

Ticker: BDR
CIK: 1000683
Form Type: 8-K Corporate News
Accession Number: 0001213900-22-018966
Submitted to the SEC: Fri Apr 08 2022 4:15:39 PM EST
Accepted by the SEC: Fri Apr 08 2022
Period: Tuesday, April 5, 2022
Industry: Radio And Tv Broadcasting And Communications Equipment
Events:
  1. Financial Exhibit
  2. New Agreement
  3. New Financial Obligation

External Resources:
Stock Quote
Social Media

Bookmark the Permalink:
https://last10k.com/sec-filings/bdr/0001213900-22-018966.htm