Nautilus Group 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: December 5, 2014
(Date of earliest event reported)
(Exact name of registrant as specified in its charter)
17750 S.E. 6th Way
Vancouver, Washington 98683
(Address of principal executive offices and zip code)
(Registrants telephone number, including area code)
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):
On December 5, 2014, Nautilus, Inc. (the Company) entered into a Credit Agreement (the Credit Agreement) with JPMorgan Chase Bank, N.A. (Chase Bank). The Credit Agreement provides for a $20,000,000 maximum revolving credit line, which is available through December 5, 2017 for working capital, letters of credit and general corporate purposes. Letters of credit issued under the Credit Agreement are treated as a reduction of the Companys available borrowing amount under the revolving credit line and are subject to a sub-limit of $2,000,000 in letter of credit obligations outstanding at any one time.
The interest rate applicable to each advance under the Credit Agreement may be based on Chase Banks floating prime rate or adjusted LIBOR, plus an applicable margin. The Credit Agreement contains customary covenants, including minimum fixed charge coverage ratio and asset coverage ratio, and limitations on capital expenditures, mergers and acquisitions, indebtedness, liens, dispositions, dividends and investments. Borrowings under the Credit Agreement are collateralized by substantially all of the Companys assets pursuant to a continuing security agreement. The Credit Agreement also contains customary events of default. Upon an event of default, the lender may terminate its commitment with respect to the credit line, accelerate all outstanding obligations and exercise its remedies under the continuing security agreement.
The foregoing description does not purport to be complete and is qualified in its entirety by reference to the Credit Agreement, Continuing Security Agreement and Line of Credit Note attached hereto as exhibits to this Current Report on Form 8-K.
As of December 5, 2014, no borrowings were outstanding under the Credit Agreement, other than the funding of standby letters of credit.
The Credit Agreement replaces, effective December 5, 2014, the credit facility established pursuant to the Amended and Restated Credit Agreement between the Company and Bank of the West dated March 30, 2012.
Please refer to Item 1.01 above.
The following exhibit is furnished herewith and this list is intended to constitute the exhibit index:
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.