UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Item 1.01 Entry into a Material Definitive Agreement.
Effective as of January 4, 2023, Hurco Companies, Inc. (the “Company”), Bank of America, N.A. (the “Lender”), and certain wholly-owned subsidiaries of the Company (the “Loan Party Subsidiaries” and, together with the Company, the “Loan Parties”) entered into a Fourth Amendment to Credit Agreement (the “Fourth Amendment”). The Fourth Amendment amends the Credit Agreement, dated as of December 31, 2018, among the Company, the Lender, and the Loan Party Subsidiaries, as amended by that First Amendment dated as of March 13, 2020, that Second Amendment dated as of December 23, 2020 and that Third Amendment dated as of December 17, 2021 (as so amended, the “Credit Agreement”), to (i) increase the amount of permitted stock repurchases in any fiscal year from $10.0 million to $25.0 million and (ii) reduce the secured overnight financing rate adjustment to 10 basis points for all borrowings.
The foregoing summary of the Fourth Amendment is qualified in its entirety by reference to the complete terms and provisions of the Fourth Amendment, which is filed herewith as Exhibit 10.1 and is incorporated herein by reference.
Item 2.02 Results of Operations and Financial Condition.
On January 6, 2023, the Company reported its results of operations for the fourth fiscal quarter and full fiscal year ended October 31, 2022. The Company’s earnings release for those periods is attached as Exhibit 99.1 and the information set forth therein is incorporated herein by reference and constitutes a part of this report. The attached Exhibit 99.1 is furnished pursuant to Item 2.02 of Form 8-K.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The disclosure required by this Item is included in Item 1.01 and is incorporated herein by reference.
Item 8.01 Other Events.
On January 6, 2023, the Company announced that its Board of Directors approved an additional share repurchase program in an aggregate amount of up to $25.0 million. Repurchases under the program may be made in the open market or through privately-negotiated transactions from time to time through November 10, 2024, subject to applicable laws, regulations and contractual provisions. The program may be amended, suspended, or discontinued at any time and does not commit the Company to repurchase any shares of its common stock. This new share repurchase program is in addition to the Company’s existing share repurchase program, which remains in effect and under which $4.1 million remained available as of January 6, 2023.
Item 9.01 Financial Statements and Exhibits.
Exhibit Index
10.1 | ||
99.1 | Press Release of Hurco Companies, Inc., dated January 6, 2023 | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
Dated: January 6, 2023 | ||
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HURCO COMPANIES, INC. | ||
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By: | /s/ Sonja K. McClelland_______________ | |
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| Sonja K. McClelland, Executive Vice President, Treasurer and Chief Financial Officer |