Daktronics Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On June 10, 2025, Daktronics, Inc. (the “Company”) entered into a Consent and Amendment No. 4 to Credit Agreement, effective as of June 6, 2025 (the “Amendment”), by and among the Company, the other Loan Parties (as defined in the Credit Agreement (as defined below)) party thereto, the Lenders (as defined in the Credit Agreement) party thereto, and JPMorgan Chase Bank, N.A. (the “Administrative Agent,” and collectively with the Company, the Loan Parties, and the Lenders, the “Parties”). The Amendment amends that certain Credit Agreement, dated as of May 11, 2023, by and among the Parties (as amended, restated, modified, or supplemented from time to time, the “Credit Agreement”) to permit the Company to secure Letters of Credit (as defined in the Credit Agreement) with terms that expire after the Credit Agreement’s scheduled maturity date of May 11, 2026 under certain conditions (the “Specified Letters of Credit”).
Pursuant to the Amendment, no later than 91 days before the Maturity Date (as defined below), the Company must deposit an amount of cash equal to 105% of the LC Exposure (as defined in the Credit Agreement) into one or more accounts (collectively, the “Specified LC Collateral Account”) controlled exclusively by the Administrative Agent. The Company will grant a security interest in the Specified LC Collateral Account to the Administrative Agent. The funds in the Specified LC Collateral Account will be used to cover any unreimbursed amounts owed to the issuing Lender, subject to certain exceptions. The funds in the Specified LC Collateral Account will be returned to the Company and the other Borrowers (as defined in the Credit Agreement) if the scheduled Maturity Date is further extended.
The Amendment requires the Borrowers to fully pay any and all amounts owed under Delayed Draw Term Loans (as defined in the Credit Agreement) on or before the earlier of: (i) May 11, 2026; and (ii) any earlier date on which the Commitments (as defined in the Credit Agreement) are reduced to zero or otherwise terminated pursuant to the terms of the Credit Agreement (the “Termination Date”). The Amendment also provides that the Borrowers’ repayment obligations under the Credit Agreement will mature on the earliest of: (i) November 30, 2026; (ii) unless otherwise agreed in writing by the Administrative Agent (with the consent of all Lenders), the date that is six (6) months prior to the scheduled maturity date of the Term Loan Debt; and (iii) the Termination Date (such earliest date, the “Maturity Date”).
As of the date of this Current Report on Form 8-K (this “Report”), there were no Borrowings (as defined in the Credit Agreement) outstanding under the Credit Agreement. The aggregate balance under all Letters of Credit outstanding was approximately $3.4 million, none of which is attributable to the Specified Letters of Credit.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as Exhibit 10.1 to this Report and incorporated herein by reference.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth in Item 1.01 of this Report relating to the Amendment is hereby incorporated into this Item 2.03 by reference.
| Item 9.01 | Financial Statements and Exhibits: |
| (d) | Exhibits. |
| Exhibit No. | Description | |
| 10.1 | ||
| 104 | Cover page Interactive Data File (embedded within the Inline XBRL document) | |
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.
| DAKTRONICS, INC. | ||||||
| By: |
/s/ Howard I. Atkins | |||||
| Howard I. Atkins | ||||||
| Acting Chief Financial Officer (Principal Financial Officer) | ||||||
| Date: June 13, 2025 |
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