Computer Task: Entry Into A Material Definitive Agreement
The following excerpt is from the company's SEC filing
On May 1, 2014, Computer Task Group, Incorporated (CTG) entered into a Loan Agreement with Manufacturers and Traders Trust
Company (M&T) and KeyBank National Association, as lenders (the Lenders), and M&T, as issuer of letters of credit (the Bank) and as administrative agent for the Lenders and the Bank (the Loan
Areeement). The Loan Agreement provides the terms under which the Lenders have made available to CTG a discretionary demand line of credit facility in the maximum principal amount of $40 million, including a sublimit of $10 million for letters
of credit issued or to be issued by the Bank in its di
scretion. Funds provided under the Loan Agreement have been or will be used by CTG to refinance existing indebtedness and for working capital, general corporate and acquisition purposes.
The following is a general summary of some of the principal terms of the Loan Agreement. A copy of the Loan Agreement is filed with this Form
8-K as Exhibit 10.1. The Loan Agreement is a complex and detailed instrument, and the following summary is qualified in all respects by reference to the complete terms of the Loan Agreement. Among other things, the Loan Agreement:
Provides that each lender may make advances to CTG from time to time under the demand line of credit in its sole discretion, provided that no such advance shall be made unless approved by the lenders in their sole
discretion and funded by them in accordance with their pro rata shares in a maximum aggregate principal amount up to, but not exceeding, the approved principal amount of each lender. The demand line of credit facility is available subject to the
lenders continuing review and right of modification, restriction, suspension or termination at any time for any reason in the sole discretion of the lenders. Under the demand line of credit facility, CTG may request advances, repay and
re-request from time to time (subject to the lenders discretion with respect to any advance and subject to limitations on timing of repayment of advances then bearing interest at a LIBOR based rate) up to the approved balance. The obligation
to repay all amounts outstanding from time to time under the demand line of credit facility shall be evidenced by one or more promissory notes. The demand line of credit facility shall terminate, and the outstanding principal balance of the demand
line of credit loan, together with any accrued and unpaid or demand interest and any other amount due under the Loan Agreement shall be due and payable by CTG to the administrative agent (defined in the Loan Agreement), for the accounts of the
applicable lenders, upon demand by the administrative agent at the direction of the required lenders.
Each advance under the demand line of credit facility shall bear interest, calculated daily at the per annum interest rate (defined in the Loan Agreement) and, in the case of a LIBOR loan (defined in the Loan
Agreement), for the interest period, selected by CTG.
The bank may, subject to the terms and conditions set forth in the Loan Agreement, issue one or more irrevocable standby or commercial or documentary letters of credit for CTGs account. The bank does not have an
obligation to issue, amend, renew or extend any letter of credit at any time.
The obligations of CTG under the Loan Agreement are subject to guarantees granted to the administrative agent for the benefit of itself, the lenders and the bank. Each of CTGs direct and indirect domestic
subsidiaries (defined in the Loan Agreement) is required to guarantee payment and performance of the obligations pursuant to one or more guaranties (defined in the Loan Agreement) delivered to the administrative agent by such domestic subsidiaries.
During the term of the Loan Agreement and so long as any of the obligations remain unpaid or any letter of credit remains outstanding, CTG is required to (among other things) perform the following: punctually make
payments of principal and interest, provide periodic reports such as Forms 10-K and 10-Q, provide notice of certain events, maintain insurance with responsible insurance carriers, pay or discharge taxes, preserve its status as a corporation, conduct
its business in a manner of the same general type as conducted by it on the date of the Loan Agreement and maintain financial records and its properties.
Loan Agreement dated as of May 1, 2014, among Computer Task Group, Incorporated, as borrower, Manufacturers and Traders Trust Company (M&T) and KeyBank National Association, as lenders (the Lenders),
and M&T, as issuer of letters of credit (the Bank) and as administrative agent for the Lenders and the Bank.
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.
Loan Agreement, dated as of May 1, 2014, among Computer Task Group, Incorporated, as borrower, Manufacturers and Traders Trust Company (M&T) and KeyBank National Association, as lenders (the Lenders), and
M&T, as issuer of letters of credit (the Bank) and as administrative agent for the Lenders and the Bank.
The above information was disclosed in a filing to the SEC. To see this filing in its entirety, click here.
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