-----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, B/jgdc3he9Qr3eJhW4YPqgrKcNmqaLOviIi6QE89PcfEmJfYmmkExxvbtPghGA3t m/YhSXaQHBH9p5KRUni9og== 0001157523-09-004527.txt : 20090619 0001157523-09-004527.hdr.sgml : 20090619 20090619142953 ACCESSION NUMBER: 0001157523-09-004527 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090604 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090619 DATE AS OF CHANGE: 20090619 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INNOVEX INC CENTRAL INDEX KEY: 0000050601 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS, NEC [3679] IRS NUMBER: 411223933 STATE OF INCORPORATION: MN FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-13143 FILM NUMBER: 09901052 BUSINESS ADDRESS: STREET 1: 3033 CAMPUS DRIVE STREET 2: SUITE E180 CITY: PLYMOUTH STATE: MN ZIP: 55441 BUSINESS PHONE: 763-383-4000 MAIL ADDRESS: STREET 1: 3033 CAMPUS DRIVE STREET 2: SUITE E180 CITY: PLYMOUTH STATE: MN ZIP: 55441 8-K 1 a5991242.htm INNOVEX, INC. 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): June 4, 2009

 

Innovex, Inc.

(Exact name of Registrant as Specified in its Charter)



 

Minnesota

(State Or Other Jurisdiction Of Incorporation)



000-13143

 

41-1223933

(Commission File Number)

(I.R.S. Employer Identification No.)


3033 Campus Drive, Suite E180

Plymouth, MN

 

55441

(Address Of Principal Executive Offices)

(Zip Code)



 

(763) 383-4000

Registrant’s Telephone Number, Including Area Code


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):

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))


Items under Sections 2 through 8 are not applicable and therefore omitted.

Item 1.01     Entry into a Material Definitive Agreement.

From June 4, 2009 to June 16, 2009, Innovex (Thailand) Limited (‘Innovex Thailand”), a subsidiary of Innovex, Inc. (the “Company”), issued new promissory notes to Bank of Ayudhya Public Company Limited (“BAY”) under its existing short term working capital facility  to extend the repayment dates of approximately $13.0 million due BAY to July 31, 2009.  

The Company did not receive an extension from TMB Bank Public Company Limited (“TMB”), the other lender under the short term working capital facility with BAY, for the repayment of approximately $13.5 million originally due TMB during the quarter ended June 30, 2009 under the short term working capital facility.   Further, neither TMB nor BAY provided any extension of the $1.2 million on the long-term credit facility that was due during the quarter ended June 30, 2009.  As a result, either BAY or TMB may accelerate the indebtedness under the credit facilities, which totaled $54.9 million at June 15, 2009, upon notice.  

BAY and TMB have verbally indicated to the Company that they would not take actions to demand any immediate payment of the obligations under the credit facilities or apply any foreclosure process until a debt restructuring process is completed and resolved by the end of September 2009.  There is no assurance that either BAY or TMB will not exercise its rights as a secured lender under the credit facilities agreements and there is no assurance that the Company’s debt will be restructured on terms acceptable to the Company or at all.

On June 18, 2009, the Company issued a press release attached hereto as Exhibit 99.1 relating to, among other things, the payment extensions granted by BAY.

Item 9.01     Financial Statements and Exhibits.

Exhibit No.

 

Description

 
99.1 Press Release dated June 18, 2009


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, thereunto duly authorized.


INNOVEX, INC.

 

 

 

By:

 /s/ Terry M. Dauenhauer

Terry M. Dauenhauer

Chief Executive Officer

 

Date:

June 19, 2009

EX-99.1 2 a5991242ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

Innovex Provides Update for Fiscal 2009 Third Quarter

PLYMOUTH, Minn.--(BUSINESS WIRE)--June 18, 2009--Innovex (Pink Sheets:INVX) today provided the following updates regarding its debt restructuring initiatives and operating performance for its fiscal 2009 third quarter.

Further to the Company’s previous announcement made on May 7, 2009, regarding the Thai banking partners’ indication of their continued support in restructuring the existing debt, both banking partners, Bank of Ayudhya Public Company Limited (BAY) and TMB Bank Public Company Limited (TMB), have requested that the Company appoint a financial advisor to assist in the debt restructuring process. In addition, BAY has provided formal extensions for the scheduled repayments of approximately $13.0 million due under the Company’s short term working capital facility to July 31, 2009. However, TMB did not provide similar extensions under the Company’s short term working capital facility for the scheduled repayments of approximately $13.5 million, which were originally due during the June 2009 quarter. Furthermore, BAY and TMB also did not provide formal extensions on the scheduled repayments due under the Company’s long term loan facility of approximately $1.2 million, which were originally due during the June 2009 quarter.

Innovex has appointed PricewaterhouseCoopers FAS Limited to act as the Company’s financial advisor, to provide assistance in restructuring the Company’s existing debt and to explore additional capital structure alternatives.

Although the Company is delinquent with the repayments required under the long term loan facility with both banks as well as the short term working facility under TMB, formal written notification of default has not occurred, and both BAY and TMB have indicated that they would not take actions to demand any immediate payment of the obligations under the bank facilities or apply any foreclosure process until the debt restructuring process is completed and resolved by the end of September, 2009.

Although verbal assurance has been provided, without formal written extensions from both banks for all overdue and projected to be overdue obligations there can be no assurance that one or both of the banks will not declare default and demand immediate payment.

The Company continues to work diligently to grow its business, enhance the organization and management team to improve efficiency. The Company expects to generate sequential revenue growth in the fiscal 2009 third quarter when compared to the fiscal 2009 second quarter. In addition, the Company continues to pursue new customers in the smartcards, ePC and healthcare industries.


About Innovex, Inc.

Innovex, Inc. is a leading manufacturer of high-density flexible circuit-based electronic interconnect solutions. Innovex’s products enable the miniaturization and increasing functionality of high technology electronic devices. Applications for Innovex’s products include data storage devices such as hard disk drives and tape drives, liquid crystal displays for mobile telecommunication devices and printers. Innovex is known worldwide for its advanced technology and world class manufacturing.

Safe Harbor for Forward Looking Statements

Except for historical information contained herein, the matters discussed in this press release are forward looking statements that involve risks and uncertainties, including the timely availability and acceptance of new products, impact of restructuring charges, changes in product mix, the impact of competitive products and pricing, effect of world-wide economic conditions on flexible circuit demand, changes in manufacturing efficiencies, the Company’s ability to qualify and ramp for new products, fluctuations in financial results, continued cash availability under Company credit facilities, ability to restructure the Company’s credit facilities and obtain short term working capital facility, fluctuations in currency rates and other risks detailed from time to time in the Company’s reports filed with the Securities and Exchange Commission.

CONTACT:
Innovex, Inc.
Randy Acres, CFO, 763-383-4037
Internet: http://www.innovexinc.com

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