Current Report Filing (8-k)
January 22 2021 - 1:21PM
Edgar (US Regulatory)
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):
January 19, 2021
EACO CORPORATION
(Exact name of registrant as specified in its charter)
Florida
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000-14311
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59-2597349
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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5065 East Hunter Avenue
Anaheim, CA 92807
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(Address of principal executive offices) (Zip Code)
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Registrant’s telephone number, including
area code: (714) 876-2490
Not applicable
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(Former name or Former Address if Changed Since Last Report.)
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Securities registered or to be registered pursuant to Section
12(b) of the Act: None.
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:
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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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Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards
provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 1.01. Entry into a Material Definitive
Agreement.
Bisco Industries, Inc. (“Bisco”), a wholly-owned
subsidiary of EACO Corporation (”EACO”), entered into a Change in Terms Agreement (the “Amendment”) with
Citizens Business Bank (the “Lender”), which was dated January 11, 2021; however, such Amendment and ancillary documents
were not signed until January 19, 2021 and did not become binding upon Bisco or EACO until such date. Bisco and EACO are sometimes
collectively referred to herein as the “Company.”
Modification of $15 Million Line of Credit
The Amendment modifies that certain Business Loan Agreement
dated July 27, 2019 between Bisco and the Lender, as amended (the “Loan Agreement”), which is related to Bisco’s
existing $15 million line of credit with the Lender. Pursuant to this Amendment, Bisco’s existing line of credit with the
Lender was modified to: (i) extend the expiration date of the line of credit under this Loan Agreement to July 5, 2022; and (ii)
modify the interest rate on the line of credit so that in no event would such interest rate be less than 3.0% per annum or more
than the maximum rate allowed by applicable law.
Under this line of credit, Bisco may borrow from the Lender
up to $15,000,000 from time to time, subject to Bisco’s continued compliance with certain financial and other covenants in
the Loan Agreement. Bisco’s obligations under the line of credit are secured by substantially all of the Company’s
assets. EACO also continues to guarantee the performance of all of Bisco’s obligations under this line of credit.
The foregoing descriptions are qualified in their entirety by
the Amendment, which is filed herewith, and the Loan Agreement and other ancillary agreements previously filed with by the Company
with the Securities and Exchange Commission.
Item 2.03. Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The
information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item 9.01. Financial Statements and
Exhibits.
Exhibit
Number
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Description
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10.1
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Change In Terms Agreement dated January 11, 2021, between Bisco Industries, Inc. and Citizens Business Bank ($15,000,000 line of credit).
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10.2
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Business Loan Agreement dated November 27, 2019 ($15,000,000) between Bisco and Citizens Business Bank, which was executed on December 4, 2019 (Exhibit 10.1 to the Company’s Current Report on Form 8-K, filed with the SEC on December 6, 2019, is incorporated herein by reference)
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10.3
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Change in Terms Agreement dated November 27, 2019 ($15,000,000) between Bisco and Citizens Business Bank, which was executed on December 4, 2019. (Exhibit 10.2 to the Company’s Current Report on Form 8-K, filed with the SEC on December 6, 2019, is incorporated herein by reference)
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10.4
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Commercial Guaranty dated November 27, 2019 ($15,000,000) between EACO and Citizens Business Bank. (Exhibit 10.3 to the Company’s Current Report on Form 8-K, filed with the SEC on December 6, 2019, is incorporated herein by reference)
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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.
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EACO CORPORATION
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Date: January 21, 2021
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By:
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/S/ MICHAEL NARIKAWA
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Michael Narikawa, Principal Accounting Officer
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