8-K 1 d8k.htm FORM 8-K Form 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) August 30, 2007

 


DPAC Technologies Corp.

(Exact Name of Registrant as Specified in Its Charter)

 


 

California   0-14843   33-0033759

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

5675 Hudson Industrial Parkway, Hudson, Ohio   16056
(Address of Principal Executive Offices)   (Zip Code)

(800) 553-1170

(Registrant’s Telephone Number, Including Area Code)

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 (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))

 



Item 1.01. Entry into a Material Definitive Agreement.

On August 30, 2007, DPAC Technologies Corp. (the “Company”), through its wholly owned subsidiary Quatech, Inc. (“Quatech”) entered into a Reservation of Rights and Loan Continuation Standstill Agreement (the “Standstill Agreement”) with National City Bank, under the Company’s Credit Agreement dated July 28, 2000, as amended (the “Credit Agreement”). Steven D. Runkel (Chief Executive Officer and President) and William J. Roberts (a Director) of the Company were parties to the Standstill Agreement in their capacities as guarantors of certain obligations under the Credit Agreement. The Standstill Agreement replaces the Reservation of Rights and Loan Continuation Standstill Agreement dated August 1, 2007 and filed with the Company’s Current Report on Form 8-K on August 8, 2007.

The Standstill Agreement, among other matters, extends the maturity dates for repayment of certain amounts of indebtedness of the Company under the Credit Agreement until November 30, 2007 (or earlier if the Company defaults or violates the terms of the Standstill Agreement). Further, the Standstill Agreement permits the Company to continue to borrow under the Credit Agreements (subject to the terms thereof with respect to the maximum loan amount(s)) during such period of forbearance and notwithstanding the Company's noncompliance with certain covenants contained in the Credit Agreement. Under the Standstill Agreement the Company has agreed to pay additional interest of 3% over the applicable rate except that 2% of such additional interest will be deferred until November 30, 2007 and not paid if the loans under the Credit Agreement are repaid before November 30, 2007. Further the Company has agreed to make a mandatory additional payment on its term loan if it receives certain specified customer prepayments. The Standstill Agreement also provides that the Company shall pay a forbearance fee of up to $50,000 payable in installments of $10,000 each on September 1, 2007, October 1, 2007 and November 1, 2007 and $20,000 on November 30, 2007. However if the loans under the Credit Agreement are repaid prior to November 30, 2007, the $20,000 final installment shall be forgiven. Finally, the Company agreed to provide National City Bank with additional financial information including cash flow projections and weekly updates on potential refinancing including any potential merger or sale of the business.

The foregoing description of the Standstill Agreement and the transactions contemplated thereby does not purport to be complete and is qualified in its entirety by reference to the Standstill Agreement, a copy of which is attached hereto as Exhibit 10.1.

 

Item 9.01. Financial Statements and Exhibits.

 

Exhibit 10.1    Reservation of Rights and Loan Continuation Standstill Agreement dated August 30, 2007.


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 thereunto duly authorized.

 

        DPAC TECHNOLOGIES CORP.    
    (Registrant)  
Date: August 31, 2007     By:  

/s/ STEVEN D. RUNKEL

 
      Steven D. Runkel  
      Chief Executive Officer and President