-----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, E1cZLsi6Pz1f8UGecfsHHx8Z7/3E4symAWWCr2ntn1EF+isOD4W5a1qjK5AXNNSF vUEPLhq6CQd3HWq2z9bo4Q== 0001140361-08-015583.txt : 20080624 0001140361-08-015583.hdr.sgml : 20080624 20080624090528 ACCESSION NUMBER: 0001140361-08-015583 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20080623 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080624 DATE AS OF CHANGE: 20080624 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CONCURRENT COMPUTER CORP/DE CENTRAL INDEX KEY: 0000749038 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPUTERS [3571] IRS NUMBER: 042735766 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-13150 FILM NUMBER: 08913422 BUSINESS ADDRESS: STREET 1: 4375 RIVER GREEN PARKWAY STREET 2: SUITE 100 CITY: DULUTH STATE: GA ZIP: 30097 BUSINESS PHONE: 6782584000 MAIL ADDRESS: STREET 1: 4375 RIVER GREEN PARKWAY STREET 2: SUITE 100 CITY: DULUTH STATE: GA ZIP: 30097 FORMER COMPANY: FORMER CONFORMED NAME: MASSACHUSETTS COMPUTER CORP DATE OF NAME CHANGE: 19881018 8-K 1 form8k.htm CONCURRENT COMPUTER CORPORATION 8-K 6-23-2008 form8k.htm


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 23, 2008

Concurrent Computer Corporation
(Exact Name of Registrant as Specified in its Charter)
 

Delaware
 
0-13150
 
04-2735766
(State or Other Jurisdiction of Incorporation)
 
(Commission File Number)
 
(IRS Employer Identification Number)

4375 River Green Parkway, Suite 100, Duluth, Georgia
 
30096
(Address of Principal Executive Offices)
 
(Zip Code)

Registrant’s telephone number, including area code:  (678) 258-4000

Not applicable
(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:

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 Definitive Agreement.

On June 23, 2008, Concurrent Computer Corporation, a Delaware corporation (the “Company” or the “Registrant”), entered into a Second Amendment to Amended and Restated Loan and Security Agreement (the “Amendment”) with Silicon Valley Bank (the “Bank”), which amends certain terms of the existing Amended and Restated Loan and Security Agreement (the “Credit Agreement”).  The Amendment provides the Company an opportunity to repurchase up to $2.5 million of its capital stock.  All other terms of the Credit Agreement remain the same, whereby the Bank provides for a $10,000,000 revolving credit line with a borrowing base dependent upon the Company’s outstanding accounts receivable and is secured by substantially all of the assets of the Company.
 
Item 2.03.
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The contents of Item 1.01 of this Current Report on Form 8-K are incorporated into this Item 2.03 by reference.

Item 8.01.
Other Events.

On June 24, the Company issued a press release announcing that its Board had authorized the repurchase of up to $2.5 million of the Company’s common stock, par value $.01 per share, through a stock repurchase program. The full text of the press release issued in connection with the announcement of the stock repurchase program is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
 
Item 9.01.
Financial Statements and Exhibits.

(c) Exhibits

The following exhibits are filed herewith:

Exhibit No.
 
Description
     
99.1
 
Press release, dated June 24, 2008.
     
99.2
 
Second Amendment to Amended and Restated Loan and Security Agreement dated June 23, 2008.

 

 

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:  June 24, 2008.


 
CONCURRENT COMPUTER CORPORATION
     
     
 
By:
/s/ Emory O. Berry
 
   
Emory O. Berry
   
Chief Financial Officer

 
3

 

EXHIBIT INDEX

Exhibit Number and Description

Press Release dated June 24, 2008.

Second Amendment to Amended and Restated Loan and Security Agreement dated June 23, 2008.
 
 
4 

EX-99.1 2 ex99_1.htm EXHIBIT 99.1 ex99_1.htm

EXHIBIT 99.1

IMMEDIATE RELEASE

Concurrent Announces Share Repurchase Plan


ATLANTA, GA – 24 June 2008 - Concurrent (Nasdaq: CCUR), a worldwide leader of on-demand and real-time Linux computing technology, today announced that its Board of Directors has authorized the repurchase of up to $2.5 million of the Company's common stock.

"We consider a repurchase of our shares to be a sound investment" stated Dan Mondor, president and CEO of Concurrent. "The repurchase authorization by our Board of Directors reflects our confidence in the markets that we serve, in the future of Concurrent and also represents our continued commitment to pursue opportunities to create shareholder value."

Under the share repurchase program, the company may repurchase shares from time to time at the discretion of a stock repurchase committee in accordance with applicable securities laws in the open market or in privately negotiated transactions.  Repurchases will depend upon market conditions and other factors, and repurchases may be commenced or suspended from time to time at the Company’s discretion, without prior notice.  The Company does not intend to repurchase any shares from its management, directors or other insiders.
 
 
About Concurrent
 
Concurrent (NASDAQ: CCUR) is a leading provider of high-performance, real-time Linux software and solutions for commercial and government markets.  For over 40 years, Concurrent's best-of-breed products have enabled a range of time-critical solutions including: modeling and simulation, high speed data acquisition, visual imaging, low latency transaction processing and on-demand television. Concurrent's on-demand television applications are utilized by major service providers in the cable and IPTV industries to deliver video-on-demand (VOD).  Concurrent’s Everstream line of advanced reporting and monitoring tools measures the effectiveness of interactive television for over 25 million digital cable subscribers.  Concurrent is a global company with regional offices in North America, Europe, Asia and Australia, and has products actively deployed in more than 26 countries.  Concurrent's products and services are recognized for being uniquely flexible, comprehensive, robust and reliable.  For more information, please visit www.ccur.com.
 
# #
 
Certain statements made or incorporated by reference in this release may constitute “forward-looking statements” within the meaning of the federal securities laws.  Statements regarding future events and development and our future performance, as well as our expectations, beliefs, plans, estimates, or projections relating to the future, are forward-looking statements within the meaning of these laws. These forward looking statements include, among others, statements regarding our expectations regarding the timing and exact amount of share repurchases.  All forward-looking statements are subject to certain risks and uncertainties that could cause actual events to differ materially from those projected.  Such risks and uncertainties include our ability to meet customer schedules and demands and deployment and integration goals. 
 
Important risk factors are discussed in our Form 10-K filed with the Securities and Exchange Commission on August 31, 2007, and may be discussed in subsequent filings with the SEC. The risk factors discussed in such Form 10-K under the heading “Risk Factors” are specifically incorporated by reference in this press release.  Our forward-looking statements are based on current expectations and speak only as of the date of such statements. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of future events, new information, or otherwise.
 
# # #
 
Concurrent Computer Corporation, its logo, and Everstream and its logo are registered trademarks of Concurrent Computer Corporation. All other Concurrent product names are trademarks of Concurrent while all other product names are trademarks or registered trademarks of their respective owners.  Linux® is used pursuant to a sublicense from the Linux Mark Institute.
 
Concurrent
Kirk L. Somers, Executive Vice President
Phone:
(678) 258-4000
Email:
investor.relations@ccur.com
 
Concurrent
Becky Biggs – Media Relations
GCI Group
Phone:
(404) 260-3510
Cell:
(404) 262-8763
Email:
rbiggs@gcigroup.com
 
 

EX-99.2 3 ex99_2.htm EXHIBIT 99.2 ex99_2.htm

EXHIBIT 99.2
 
SECOND AMENDMENT TO
AMENDED AND RESTATED
LOAN AND SECURITY AGREEMENT
 
THIS SECOND AMENDMENT TO AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this Amendment”) is entered into this 23rd day of June, 2008, by and between SILICON VALLEY BANK (“Bank”) and CONCURRENT COMPUTER CORPORATION, a Delaware corporation (“Borrower”) whose address is 4375 River Green Parkway, Suite 100, Duluth, Georgia 30096.
 
Recitals
 
A.           Bank and Borrower have entered into that certain Amended and Restated Loan and Security Agreement dated as of December 22, 2006, (as the same may from time to time be amended, modified, supplemented or restated, the “Loan Agreement”).
 
B.           Bank has extended credit to Borrower for the purposes permitted in the Loan Agreement.
 
C.           Borrower has requested that Bank amend the Loan Agreement to permit the Borrower to repurchase up to $2,500,000 of its capital stock.
 
D.           Bank has agreed to such request, but only to the extent, in accordance with the terms, subject to the conditions and in reliance upon the representations and warranties set forth below.
 
Agreement
 
Now, Therefore, in consideration of the foregoing recitals and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, and intending to be legally bound, the parties hereto agree as follows:
 
1.
Definitions Capitalized terms used but not defined in this Amendment shall have the meanings given to them in the Loan Agreement.
2.
Amendment to Loan Agreement.
7.7    Investments; Distributions.   (a) Directly or indirectly make any Investment other than Permitted Investments and Investments in Subsidiaries, net of returns on Investments received from Subsidiaries, not to exceed $1,000,000 during any fiscal year, or permit any of its Subsidiaries to do so; or (b) pay any dividends or make any distribution or payment or redeem, retire or purchase any capital stock provided that (i) Borrower may convert any of its convertible securities into other securities pursuant to the terms of such convertible securities or otherwise in exchange thereof, (ii) Borrower may pay dividends solely in common stock; (iii) Borrower may repurchase the stock of former employees or consultants pursuant to stock repurchase agreements so long as an Event of Default does not exist at the time of such repurchase and would not exist after giving effect to such repurchase, provided such repurchase does not exceed in the aggregate of $500,000 per fiscal year; and (iv) Borrower may repurchase shares of its common stock provided that (i) such purchase is made at not more than the market price of such stock; (ii) at the time of such purchase, and giving effect thereto, there shall be no Event of Default; and (iii) the aggregate amount paid for such purchases does not exceed $2,500,000.00.
 
 
1

 

3.            Limitation of Amendments.
3.1           The amendment set forth in Section 2, above, is effective for the purposes set forth herein and shall be limited precisely as written and shall not be deemed to (a) be a consent to any amendment, waiver or modification of any other term or condition of any Loan Document, or (b) otherwise prejudice any right or remedy which Bank or Borrower may now have or may have in the future under or in connection with any Loan Document.
3.2           This Amendment shall be construed in connection with and as part of the Loan Documents and all terms, conditions, representations, warranties, covenants and agreements set forth in the Loan Documents, except as herein amended, are hereby ratified and confirmed and shall remain in full force and effect.
4.             Representations and Warranties.  To induce Bank to enter into this Amendment, Borrower hereby represents and warrants to Bank as follows:
4.1           Immediately after giving effect to this Amendment (a) the representations and warranties contained in the Loan Documents are true, accurate and complete in all material respects as of the date hereof (except to the extent such representations and warranties relate to an earlier date, in which case they are true and correct as of such date), and (b) no Event of Default has occurred and is continuing;
4.2           Borrower has the power and authority to execute and deliver this Amendment and to perform its obligations under the Loan Agreement, as amended by this Amendment;
4.3           The organizational documents of Borrower delivered to Bank on the Effective Date remain true, accurate and complete and have not been amended, supplemented or restated and are and continue to be in full force and effect;
4.4           The execution and delivery by Borrower of this Amendment and the performance by Borrower of its obligations under the Loan Agreement, as amended by this Amendment, have been duly authorized;
4.5           The execution and delivery of this Amendment and the performance by Borrower of its obligations under the Loan Agreement, as amended by this Amendment, do not conflict with Borrower’s organizational documents, nor constitute an event of default under any material agreement by which Borrower is bound.
4.6           The execution and delivery by Borrower of this Amendment and the performance by Borrower of its obligations under the Loan Agreement, as amended by this Amendment, do not require any order, consent, approval, license, authorization or validation of, or filing, recording or registration with, or exemption by any governmental or public body or authority, or subdivision thereof, binding on Borrower or any of its Subsidiaries, except as already has been obtained or made; and
4.7           This Amendment has been duly executed and delivered by Borrower and is the binding obligation of Borrower, enforceable against Borrower in accordance with its terms, except as such enforceability may be limited by bankruptcy, insolvency, reorganization, liquidation, moratorium or other similar laws of general application and equitable principles relating to or affecting creditors’ rights.
5.            Counterparts.  This Amendment may be executed in any number of counterparts and all of such counterparts taken together shall be deemed to constitute one and the same instrument.
6.            Effectiveness.  This Amendment shall be deemed effective upon (a) the due execution and delivery to Bank of this Amendment by each party hereto, (b) Bank’s receipt of the Subsidiary Ratification Agreement substantially in the form attached hereto as Schedule 1, duly executed and delivered by each Guarantor, (c) Bank’s receipt of the Subordination Agreement Ratification substantially in the form attached hereto as Schedule 2, duly executed and delivered by each signatory thereto, and (d) payment of Bank’s legal fees and expenses in connection with the negotiation and preparation of this Amendment.
[Signature page follows.]

 
2

 

In Witness Whereof, the parties hereto have caused this Amendment to be duly executed and delivered under seal as of the date first written above.
 
BANK
 
   
SILICON VALLEY BANK
 
     
By:
/s/ Anthony Barkett
 
     
Name:
      Anthony Barkett
 
     
Title:
      Vice President
 
     
   
   
BORROWER
 
   
CONCURRENT COMPUTER CORPORATION
 
     
By:
/s/ Emory O. Berry
 
     
Name:
      Emory O. Berry
 
 
 
 
Title:
      CFO
 
 
 
3
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