Current Report Filing (8-k)
29 December 2017 - 9:16PM
Edgar (US Regulatory)
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):
December 22, 2017
ATRM
Holdings, Inc.
(Exact
Name of Registrant as Specified in Its Charter)
Minnesota
|
|
001-36318
|
|
41-1439182
|
(State
or other Jurisdiction
of Incorporation)
|
|
(Commission
File Number)
|
|
(IRS
Employer
Identification No.)
|
5215
Gershwin Ave. No., Oakdale, Minnesota
|
|
55128
|
(Address
of Principal Executive Offices)
|
|
(Zip
Code)
|
Registrant’s
telephone number, including area code:
(651) 704-1800
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 follow 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.
|
KBS
Loan Amendment
On
December 22, 2017, ATRM Holdings, Inc. (the “Company”) entered into a Sixth Agreement of Amendment to Loan and Security
Agreement (the “KBS Loan Amendment”) to amend the terms of the Loan and Security Agreement, dated as of February 23,
2016 (as amended, the “KBS Loan Agreement”), by and among the Company, KBS Builders, Inc., a wholly-owned subsidiary
of the Company (“KBS”), and Gerber Finance Inc. (“Gerber Finance”), providing KBS with a credit facility
based on a formula tied to certain eligible assets of KBS. The KBS Loan Amendment amended the KBS Loan Agreement to expand the
borrowing base, extend the availability of permitted overadvances under certain circumstances, and make certain other changes.
In
connection with the KBS Loan Amendment, Jeffrey E. Eberwein, a director of the Company, executed a guaranty dated November 20,
2017 in favor of Gerber Finance unconditionally guaranteeing up to $500,000 of KBS’s obligations under the KBS Loan Agreement
arising from certain permitted overadvances.
EBGL
Acquisition Loan Amendment
On
December 22, 2017, the Company entered into a Fourth Agreement of Amendment to Loan and Security Agreement (the “EBGL Acquisition
Loan Amendment”) to amend the terms of the Loan and Security Agreement, dated as of October 4, 2016 (as amended, the “EBGL
Acquisition Loan Agreement”), by and among EdgeBuilder, Inc. and Glenbrook Building Supply, Inc., wholly-owned subsidiaries
of the Company, the Company, KBS and Gerber Finance, providing for a loan in connection with the Company’s acquisition of
its EBGL business. The EBGL Acquisition Loan Amendment amended the EBGL Acquisition Loan Agreement to reflect certain changes
made to the KBS Loan Agreement under the KBS Loan Amendment.
SIGNATURES
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.
|
ATRM
HOLDINGS, INC.
|
|
|
|
Dated:
December 29, 2017
|
By:
|
/s/
Stephen A. Clark
|
|
Name:
|
Stephen
A. Clark
|
|
Title:
|
Chief
Financial Officer
|