-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, KKMEiVoH99M6BAGK0eTVqgdtnhyWCT36Vgh0tIqudKTkTj4ajIhNwQVydb0ttnZi W83QfWT0GRKREYyueOAECQ== 0001104659-08-034419.txt : 20080520 0001104659-08-034419.hdr.sgml : 20080520 20080519195455 ACCESSION NUMBER: 0001104659-08-034419 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080519 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080520 DATE AS OF CHANGE: 20080519 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FAVRILLE INC CENTRAL INDEX KEY: 0001285701 STANDARD INDUSTRIAL CLASSIFICATION: BIOLOGICAL PRODUCTS (NO DIAGNOSTIC SUBSTANCES) [2836] IRS NUMBER: 330892797 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-51134 FILM NUMBER: 08846818 MAIL ADDRESS: STREET 1: 10421 PACIFIC CENTER COURT STREET 2: STE 150 CITY: SAN DIEGO STATE: CA ZIP: 92121 8-K 1 a08-14742_18k.htm 8-K

 

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): May 19, 2008

 

FAVRILLE, INC.

(Exact Name of Registrant as Specified in Charter)

 

DELAWARE

 

000-51134

 

33-0892797

(State or Other Jurisdiction

 

(Commission File Number)

 

(I.R.S. Employer

of Incorporation)

 

 

 

Identification No.)

 

 

 

 

 

10445 PACIFIC CENTER COURT

 

 

SAN DIEGO, CALIFORNIA

 

92121

(Address of Principal Executive Offices)

 

(Zip Code)

 

(858) 526-8000

(Registrants telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K 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 CRF 240.13e-4(c))

 

 


 

Item 1.01        Entry into a Material Definitive Agreement.

 

On May 19, 2008, Favrille, Inc. (the “Company”) entered into a loan amendment agreement (the “Amendment”) to the Master Security Agreement dated December 30, 2005 between General Electric Capital Corporation (“GE Capital”) and the Company (the “GE Capital Agreement”), and the Master Security Agreement dated July 26, 2004 between Oxford Finance Corporation (“Oxford” and, together with GE Capital, “Lenders”) and the Company (the “Oxford Agreement” and, together with the GE Capital Agreement, the “Agreements”).

 

The Agreements contain a financial restrictive covenant requiring that the Company maintain a minimum of $15 million in available cash, cash equivalent and short-term investment accounts. If the combined balance of these accounts falls below the required amount, the Company must, within three (3) business days, cause a standby letter of credit to be issued to the Lenders in the amount of the outstanding balances on the promissory notes.  The Amendment reduced the combined balance minimum to $14.5 million.

 

The above descriptions of the Agreements and the Amendment are qualified in their entirety by reference to the terms of the Agreements incorporated herein by reference as Exhibits 10.1 and 10.2 and the terms of the Amendment which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ending June 30, 2008.

 

Item 9.01.  Financial Statements and Exhibits.

 

(d)                                 Exhibits

 

10.1         Master Security Agreement dated December 30, 2005 between the Company and General Electric Capital Corporation.(1)

 

10.2         Master Security Agreement dated July 26, 2004 between the Company and Oxford Finance Corporation.(2)

 

(1)           Filed as an exhibit to the Company’s Annual Report on Form 10-K dated March 29, 2006 and incorporated herein by reference.

 

(2)           Filed as an exhibit to the Company’s Registration Statement on Form S-1 (No. 333-114299), as amended, and incorporated herein by reference.

 

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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.

 

 

FAVRILLE, INC.

 

 

 

By:

 /s/ Tamara A. Seymour

Date: May 19, 2008

 

Tamara A. Seymour

 

 

Chief Financial Officer

 

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INDEX TO EXHIBITS

 

10.1      Master Security Agreement dated December 30, 2005 between the Company and General Electric Capital Corporation.(1)

 

10.2      Master Security Agreement dated July 26, 2004 between the Company and Oxford Finance Corporation.(2)

 

(1)           Filed as an exhibit to the Company’s Annual Report on Form 10-K dated March 29, 2006 and incorporated herein by reference.

 

(2)           Filed as an exhibit to the Company’s Registration Statement on Form S-1 (No. 333-114299), as amended, and incorporated herein by reference.

 

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