Blueprint
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): October 31,
2016
VERSAR, INC.
(Exact name of Registrant as specified in its charter)
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Delaware
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1-9309
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54-0852979
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(State of Incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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6850
Versar Center Springfield, Virginia
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(Address
of principal executive offices)
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22151
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(Zip
Code)
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(703)
750-3000
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(Registrant’s
telephone number, including area code)
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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:
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☐
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12(b) under the Exchange
Act (17 CFR 240.14a-12(b))
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☐
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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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On
October 31, 2016, Versar, Inc. (the “Company”), certain
of its subsidiaries and Bank of America. N.A. (the
“Lender”) as the lender and letter of credit issuer for
a revolving credit facility in the amount of $25 million and a term
facility in the amount of $5 million (the “Loan
Agreement”) entered into a Fifth Forbearance Agreement
pursuant to which the Lender agreed, among other things, to
continue to forbear from exercising any and all rights or remedies
available to it under the Loan Agreement and applicable law related
to certain covenant defaults for a period ending on the earliest to
occur of: (a) a breach by the Company of any obligation or covenant
under the Forbearance Agreement, (b) any other default or event of
default under the Loan Agreement (other than the defaults
acknowledged therein) or (c) November 30, 2016 (the
“Forbearance Period”). Under the Company’s
previously disclosed Fourth Forbearance Agreement, the Forbearance
Period was set to expire on October 31, 2016. The covenant defaults
under the Loan Agreement previously disclosed by the Company
continued through the Company’s fiscal quarter ending October
1, 2016.
The
Fifth Forbearance Agreement was entered into in consideration of
the ongoing efforts of the Company to work to resolve such defaults
or secure new financing to refinance and replace the Loan
Agreement.
There
are no new forbearance fees under the Fifth Forbearance Agreement,
in light of the Company’s payment of all of the forbearance
fees under the Fourth Forbearance Agreement.
SIGNATURE
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.
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Dated: November 1, 2016
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VERSAR, INC.
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By:
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/s/ JAMES D. VILLA
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James D. Villa
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Senior Vice President and General Counsel
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