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
March 2, 2006
Date of Report (Date of earliest event reported)
Spectrum Sciences & Software Holdings Corp.
(Exact name of registrant as specified in its charter)
| |
|
|
|
|
| Delaware
|
|
000-50373
|
|
90-0182158 |
|
|
|
|
|
|
(State or other
jurisdiction of
incorporation)
|
|
(Commission File
Number)
|
|
(IRS Employer
Identification No. |
| |
|
|
| 3130 Fairview Park Drive, Suite 400, Falls Church, Virginia
|
|
22042 |
|
|
|
|
| (Address of principal executive offices)
|
|
(Zip Code) |
| |
|
|
| Registrant’s telephone number, including area code
|
|
(703) 564-2967 |
|
|
|
|
| |
|
|
| 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 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.
See disclosure in Item 2.03 below, which is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On March 2, 2006, Spectrum Sciences & Software Holdings Corp. (“Spectrum”) and its
wholly-owned subsidiary, Horne Engineering Services, LLC (“Horne LLC”), entered into a Revolving
Line of Credit Loan Agreement and Security Agreement, (the “Loan Agreement”), with Bank of America,
N.A. (the “Lender”). Under the Loan Agreement, the Lender agrees to extend a revolving loan to
Spectrum and Horne LLC (together, the “Borrowers”) in the maximum principal amount of $6 million.
The Loan Agreement also provides for a $750,000 letter of credit sub-facility. The Borrowers’
obligations under the Loan Agreement shall bear interest at a fluctuating annual rate equal to the
London Inter-Bank Offered Rate plus 2.5%, which shall be due and payable monthly. The entire
unpaid principal amount plus any accrued but unpaid interest and all other amounts due under the
Loan Agreement shall be due and payable in full on April 30, 2007. Upon an Event of Default (as
defined in the Loan Agreement), the Lender may declare the entire unpaid principal amount plus any
accrued but unpaid interest and all other amounts due under the Loan Agreement to be immediately
due and payable. As security for the payment and performance of Borrowers’ obligations under the
Loan Agreement, the Borrowers have granted the Lender a security interest in all of the Borrowers’
assets.
The foregoing description of the Loan Agreement is qualified in its entirety by reference to
the provisions of the Loan Agreement, which will be filed as an exhibit to Spectrum’s Form 10-K for
the year ended December 31, 2005.