MAD CATZ INTERACTIVE INC 8-K 2014
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 4, 2014
MAD CATZ INTERACTIVE, INC.
(Exact Name of Registrant as Specified in Charter)
7480 Mission Valley Road, Suite 101
San Diego, California 92108
(Address of Principal Executive Offices)
(Registrants telephone number, including area code)
(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:
In connection with a routine review of governance documents, on June 4, 2014, the board of directors of Mad Catz Interactive, Inc. (the Company) modified the Companys standard form of directors and officers Indemnification Agreement and entered into such modified agreements (the Agreement) with each of its directors and executive officers. Each Agreement with a current director or officer amends and restates, from and after its date, the prior indemnification agreement between the Company and such director or officer, if such director or officer was a party to a prior indemnification agreement with the Company. The Agreement is intended for use by the Company for indemnification agreements entered into by the Company with directors or officers on or after June 4, 2014.
The foregoing is only a brief description of the Agreement, does not purport to be a complete description of the rights and obligations of the parties thereunder and is qualified in its entirety by reference to the form of Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
On June 4, 2014, Mad Catz, Inc. (MCI), a wholly-owned subsidiary of the Company, entered into an Amendment (the Amendment) to its Fourth Amended and Restated Loan Agreement (as amended, the Loan Agreement) between MCI and Wells Fargo Capital Finance, LLC. The Amendment includes the following: 1) reduces the maximum amount that can be borrowed under the facility from $30 million to $25 million; 2) eliminates the quarterly financial covenant; 3) adds a monthly financial covenant based on a trailing twelve months Adjusted EBITDA, as defined, effective June 2014 through June 2015; 4) increases the inventory sublimit; and 5) decreases the reserve amount by $500,000 if we maintain compliance with our financial covenants through June 2014 and another $500,000 if we maintain compliance with our financial covenants through September 2014.
Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 1.02 by reference insofar as the amendment and restatement of the prior indemnification agreements may be deemed a termination of such prior agreements.
The following information is furnished pursuant to Item 2.02, Results of Operations and Financial Condition, and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
On June 5, 2014, the Company issued a press release announcing its financial results for its fiscal year ended March 31, 2014. A copy of the press release is attached hereto as Exhibit 99.1.
The information contained in this Current Report, including the exhibit, shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
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.