8-K

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) June 13, 2013 (June 13, 2013)

 INNOTRAC CORPORATION

 (Exact Name of Registrant as Specified in Charter)

Georgia 

(State or Other Jurisdiction of Incorporation)

000-23741	58-1592285
(Commission File Number)	(IRS Employer Identification No.)

6465 East Johns Crossing
Johns Creek, GA	30097
(Address of Principal Executive Offices)	(Zip Code)

(678) 584-4000

(Registrant’s Telephone Number, Including Area Code)

(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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 AGREEMENT

On June 13, 2013, Innotrac Corporation (the “Company”) entered into a Senior Revolving Credit Facility with SunTrust Bank (the “Revolver”). The Revolver replaces the Company’s Fourth Amended and Restated Loan and Security Agreement with Wells Fargo, N.A. (the “Previous Credit Facility”), which was terminated effective June 13, 2013.  The Revolver is in an aggregate principal amount of up to $25,000,000, including a $5,000,000 sublimit for the issuance of standby letters of credit.  The Revolver will terminate and all amounts outstanding under the Revolver will be due in full on June 12, 2016.  The obligations of the Company under the Revolver are secured by a first priority lien on all real, personal and intellectual property of the Company.

Interest accrues under the Revolver in an amount equal to an index rate that adjusts monthly based on 1-month LIBOR index plus an amount ranging from 1.5% to 2.5%, based on the company’s leverage ratio.  The Revolver provides for a fee on outstanding letters of credit issued under the Revolver in amounts ranging from 1.5% to 2.5%, based on the Company’s leverage ratio.

The Revolver includes financial covenants that require the Company to maintain a minimum Fixed Charge Coverage Ratio of 1.05 to 1.00, limit capital expenditures, maintain a Minimum Adjusted EBITDA of at least $5,000,000, and a Maximum Senior Leverage Ratio of either 2.5 to 1.00 or 3.0 to 1.00, based on the Company’s trailing EBITDA.  The Company’s actual Fixed Charge Coverage Ratio for three months ended March 31, 2013 was 1.6 to 1.00.  The Revolver includes other affirmative and negative covenants that are customary for a revolving credit facility of this type.

Defined terms used but not otherwise defined herein have the meanings given to such terms in the Revolver.

ITEM 1.02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT

The information required by Item 1.02 relating to the termination of the Previous Credit Facility is contained in Item 1.01 of this Current Report on Form 8-K and is 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 required by Item 2.03 relating to the Revolver is contained in Item 1.01 of this Current Report on Form 8-K and is incorporated herein by reference.

ITEM 9.01 EXHIBITS

99.1         Press Release issued June 13, 2013

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.

	INNOTRAC CORPORATION
	/s/ Scott D. Dorfman
Date:  June 13, 2013	Scott D. Dorfman President, Chairman and Chief Executive Officer

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated June 13, 2013

EX-99.1

Exhibit 99.1

Innotrac Corporation Announces Bank Financing

ATLANTA, GA (June 13, 2013) – Innotrac Corporation (NASDAQ: INOC) has successfully refinanced and expanded its senior credit facility with SunTrust Bank effective today.  Innotrac plans to use the increased availability to fund its market expansion and growth in the U.S.  The new 3 year, $25 million credit facility significantly expands and simplifies the Company’s loan structure and provides Innotrac with enhanced liquidity, reduced interest rates, and gives Innotrac a cash flow-based line of credit that is expected to fuel the Company’s expanding business for the foreseeable future.  The structure of the facility is a $25 million revolver, which gives the Company flexibility and increased capacity to borrow for investment.  Full details of the terms of the credit facility are outlined in the 8-K filed with the SEC today.

“We are pleased with our partnership with SunTrust Bank and delighted with the structure of the bank line.  We look forward to continuing to grow our business and working with SunTrust,” stated Steve Keaveney, CFO of Innotrac.  “This further strengthens our balance sheet, affording us ample opportunity to invest in our fulfillment centers and infrastructure for our valued client base.  We believe the Company is well positioned for continued growth and we look forward to working with the SunTrust team, who we expect to be a great partner to support our growth.”

About Innotrac

Innotrac Corporation, founded in 1984 and based near Atlanta, Georgia, is a best-in-class commerce provider integrating digital technology, fulfillment, contact center and business intelligence solutions to support global brands.  Innotrac’s fulfillment, order management and contact center solutions are integrated with all major web platforms, and seamlessly integrate with any required partner technologies.  The Company employs sophisticated order processing and warehouse management technology and operates eight fulfillment centers and one call center spanning all time zones across the continental United States.  Innotrac Europe GmbH has a network of fulfillment centers, call centers, and returns processing facilities with operations in the UK, Germany, France, Denmark, Sweden, Poland, Austria, Italy, Switzerland, Ireland, Spain and the Netherlands. Connect with Innotrac at www.innotrac.com or http://www.linkedin.com/company/innotrac.

Information contained in this press release, other than historical information, may be considered forward-looking in nature.  Forward-looking statements in this release include statements relating to future events and developments, as well as management’s expectations, beliefs, plans, estimates and projections relating to the future. Forward-looking statements are subject to various risks, uncertainties and assumptions.  Please refer to the Risk Factors discussed in Innotrac’s 2012 Annual Report on Form 10-K and other filings on file with the Securities and Exchange Commission.  Innotrac disclaims any intention or obligation to update or revise any forward-looking statement whether as a result of new information, future events or otherwise.

Contact

Steve Keaveney

Chief Financial Officer

678-584-4020

skeaveney@innotrac.com

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