UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8‑K
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TOR Minerals International,
Inc.
Delaware
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0-17321 |
74-2081929 |
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(361) 883-5591
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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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On December 30, 2015, TOR Minerals International, Inc. (the Company) entered into the Sixth amendment (the Amendment) to the loan agreement with American Bank, N.A. (the Lender). As a result of the Company paying off the term loan owed to the Lender, the Company no longer has regularly-scheduled principal and interest payments owed under its debt service obligations. Therefore, the Lender replaced the cash flow coverage ratio requirement comparing cash flow to debt service obligations with a new financial covenant designed to monitor the Companys cash-flow and net earnings. Under the terms of the Amendment, the Company is required to maintain positive net earnings before taxes, interest, depreciation, amortization and all other non-cash charges on a rolling four-quarter basis.
All other terms of the agreements remained unchanged.
ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.
The information contained in Item 1.01 of this report is incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
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Exhibits. |
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Exhibit |
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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. |
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TOR MINERALS INTERNATIONAL, INC. |
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Date: January 4, 2016 |
/s/ BARBARA RUSSELL |
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Barbara Russell |
EXHIBIT INDEX
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Exhibit |
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EXHIBIT 10.1
SIXTH AMENDMENT TO LOAN AGREEMENT
This Sixth Amendment to Loan Agreement is effective as of the 30th day of December, 2015, between American Bank, N.A. (Lender), and TOR Minerals International, Inc., (Borrower) and amends that prior Loan Agreement between the parties dated December 30, 2010 (the Agreement), as previously amended on February 15, 2012, May 15, 2013, January 1, 2014, August 1, 2014, and May 15, 2015.
Whereas, Borrower has paid in full the term loan owing to Lender and no longer has regularly-scheduled principal and interest payments owing under its debt service obligations;
Now, Therefore, Lender agrees to replace the cash flow coverage ratio requirement comparing cash flow to debt service obligations with a new financial covenant designed to monitor Borrowers cash-flow and net earnings on a regular basis.
In Article Five, Section 5.03 is amended to revise subsection a to hereafter read as follows:
Net Earnings Requirement. Borrower will maintain positive net earnings before taxes, interest, depreciation, amortization and all other non-cash charges (including but not limited to inventory write-downs) on a rolling four-quarter basis.
Except as amended hereby, all other provisions of the Loan Agreement, as previously amended, shall remain in full force and effect and are hereby ratified and confirmed.
EXECUTED in multiple originals the date first set forth above.
THIS WRITTEN LOAN AGREEMENT AND THE PROMISSORY NOTES, SECURITY AGREEMENTS, GUARANTY AGREEMENTS AND OTHER LOAN DOCUMENTS EXECUTED BY THE PARTIES REPRESENT THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR CONTEMPORANEOUS, OR SUBSEQUENT ORAL AGREEMENTS. THERE ARE NO UNWRITTEN ORAL AGREEMENTS BETWEEN THE PARTIES.
BORROWER: |
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LENDER: |
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TOR MINERALS INTERNATIONAL, INC. |
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AMERICAN BANK, N.A. |
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By: |
BARBARA RUSSELL |
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By: |
PHILLIP J. RITLEY |
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Barbara Russell |
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Phillip J. Ritley |
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December 30, 2015 |
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December 30, 2015 |
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