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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/14/19 Pioneer Power Solutions, Inc. 10-Q 6/30/19 87:5M Quality EDGAR So… LLC/FA |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 405K
2: EX-10.2 Temporary Amendment to Borrowing Base in the Ppsi HTML 39K
Credit Agreement
3: EX-10.3 Waiver Letter Dated August 8, 2019, From Bank of HTML 25K
Montreal, Montreal Branch, as Lender
4: EX-31.1 Certification of Chief Executive Officer HTML 28K
5: EX-31.2 Certification of Chief Financial Officer HTML 28K
6: EX-32.1 Certification of Chief Executive Officer HTML 24K
7: EX-32.2 Certification of Chief Financial Officer HTML 24K
14: R1 Document and Entity Information HTML 55K
15: R2 Consolidated Statements of Operations (Unaudited) HTML 112K
16: R3 Consolidated Statements of Comprehensive (Loss) HTML 43K
Income (Unaudited)
17: R4 Consolidated Balance Sheets (Unaudited) HTML 140K
18: R5 Consolidated Balance Sheets (Parenthetical) HTML 39K
19: R6 Consolidated Statements of Cash Flows (Unaudited) HTML 123K
20: R7 Consolidated Statement of Stockholders' Equity HTML 51K
(Unaudited)
21: R8 Basis of Presentation HTML 41K
22: R9 Summary of Significant Accounting Policies HTML 34K
23: R10 Divestitures HTML 35K
24: R11 Revenues HTML 50K
25: R12 Other Expense HTML 26K
26: R13 Discontinued Operations HTML 97K
27: R14 Inventories HTML 32K
28: R15 Property, Plant and Equipment HTML 35K
29: R16 Other Assets HTML 27K
30: R17 Goodwill and Other Intangible Assets HTML 50K
31: R18 Debt HTML 54K
32: R19 Pension Plan HTML 43K
33: R20 Stockholders' Equity HTML 43K
34: R21 Basic and Diluted Income (Loss) Per Common Share HTML 63K
35: R22 Business Segment and Geographic Information HTML 81K
36: R23 Leases HTML 53K
37: R24 Subsequent Events HTML 26K
38: R25 Summary of Significant Accounting Policies HTML 33K
(Policies)
39: R26 Revenues (Tables) HTML 34K
40: R27 Discontinued Operations (Tables) HTML 85K
41: R28 Inventories (Tables) HTML 33K
42: R29 Property, Plant and Equipment (Tables) HTML 34K
43: R30 Goodwill and Other Intangible Assets (Tables) HTML 54K
44: R31 Debt (Tables) HTML 34K
45: R32 Pension Plan (Tables) HTML 41K
46: R33 Stockholders' Equity (Tables) HTML 39K
47: R34 Basic and Diluted Income (Loss) Per Common Share HTML 63K
(Tables)
48: R35 Business Segment and Geographic Information HTML 83K
(Tables)
49: R36 Leases (Tables) HTML 81K
50: R37 Basis of Presentation (Details Narrative) HTML 49K
51: R38 Divestitures (Details Narrative) HTML 58K
52: R39 Revenues (Details) HTML 27K
53: R40 Other Expense (Details Narrative) HTML 29K
54: R41 Discontinued Operations (Details) HTML 85K
55: R42 Discontinued Operations (Details 1) HTML 60K
56: R43 Discontinued Operations (Details 2) HTML 35K
57: R44 Discontinued Operations (Details Narrative) HTML 64K
58: R45 Inventories (Details) HTML 35K
59: R46 Inventories (Details Narrative) HTML 24K
60: R47 Property, Plant and Equipment (Details) HTML 41K
61: R48 Property, Plant and Equipment (Details Narrative) HTML 25K
62: R49 Other Assets (Details Narrative) HTML 36K
63: R50 Goodwill and Other Intangible Assets (Details) HTML 30K
64: R51 Goodwill and Other Intangible Assets (Details 1) HTML 28K
65: R52 Goodwill and Other Intangible Assets (Details 2) HTML 32K
66: R53 Goodwill and Other Intangible Assets (Details HTML 24K
Narrative)
67: R54 Debt (Details) HTML 29K
68: R55 Debt (Details Narrative) HTML 110K
69: R56 Debt (Details Narrative 1) HTML 85K
70: R57 Debt (Details Narrative 2) HTML 27K
71: R58 Pension Plan (Details) HTML 43K
72: R59 Pension Plan (Details Narrative) HTML 26K
73: R60 Stockholders' Equity (Details) HTML 49K
74: R61 Stockholders' Equity (Details Narrative) HTML 39K
75: R62 Basic and Diluted Income (Loss) Per Common Share HTML 84K
(Details)
76: R63 Business Segment and Geographic Information HTML 45K
(Details)
77: R64 Business Segment and Geographic Information HTML 26K
(Details 1)
78: R65 Business Segment and Geographic Information HTML 24K
(Details Narrative)
79: R66 Leases (Details) HTML 34K
80: R67 Leases (Details 1) HTML 47K
81: R68 Leases (Details 2) HTML 55K
82: R69 Leases (Details 3) HTML 29K
83: R70 Leases (Details Narrative) HTML 35K
84: R71 Subsequent Events (Details Narrative) HTML 29K
86: XML IDEA XML File -- Filing Summary XML 155K
85: EXCEL IDEA Workbook of Financial Reports XLSX 79K
8: EX-101.INS XBRL Instance -- ppsi-20190630 XML 1.53M
10: EX-101.CAL XBRL Calculations -- ppsi-20190630_cal XML 236K
11: EX-101.DEF XBRL Definitions -- ppsi-20190630_def XML 435K
12: EX-101.LAB XBRL Labels -- ppsi-20190630_lab XML 1.01M
13: EX-101.PRE XBRL Presentations -- ppsi-20190630_pre XML 779K
9: EX-101.SCH XBRL Schema -- ppsi-20190630 XSD 164K
87: ZIP XBRL Zipped Folder -- 0001387131-19-006103-xbrl Zip 132K
Pioneer Power Solutions, Inc. 10-Q
Exhibit 10.2
Pioneer Power Solutions, Inc.
Pioneer Electrogroup Canada Inc.
400 Kelby Street, 9th Floor
| Attention: | Thomas Klink |
Re: credit facilities granted by bank of montreal to pioneer power solutions, inc. and pioneer electrogroup canada inc. – temporary amendment to borrowing base in the ppsi credit agreement
Gentlemen:
Reference is hereby made to that certain Amended and Restated Credit Agreement dated as of April 29, 2016, as amended from time to time (collectively, the “PPSI Credit Agreement”), between Pioneer Power Solutions, Inc. (the “US Borrower” or “PPSI”), the Guarantors party thereto and Bank of Montreal (the “Bank”), acting through its Chicago branch and to that certain Amended and Restated Credit Agreement dated as of April 29, 2016, as amended from time to time (collectively, the “PECI Credit Agreement”) , among Pioneer Electrogroup Canada Inc., a Quebec corporation, as borrower (the “Canadian Borrower” or “PECI”), and the Bank. Reference is also made to the Bank’s letter dated November 20, 2018 which was accepted by the Borrowers and the Guarantors in connection with the sale of assets by the US Borrower and the Canadian Borrower. Capitalized terms used herein without definition shall have the same meanings herein as such terms have in the PPSI Credit Agreement.
Further to our discussions, we understand that the US Borrower and the Canadian Borrower (collectively, the “Borrowers”) have entered into a Stock Purchase Agreement with Pioneer Acquireco ULC (the “Buyer”) on or about June 28, 2019 (the “SPA”) in order for the Buyer to acquire all outstanding capital stock of the Borrowers and their Subsidiaries (the “Mill Point Transaction”). All existing credit facilities granted by the Bank to the Borrowers under the PPSI Credit Agreement and the PECI Credit Agreement will be repaid in full concurrently with the closing of the Mill Point Transaction.
Until closing of the Mill Point Transaction and repayment in full of all outstanding credit facilities granted by the Bank to the Borrowers, the Canadian Borrower has asked the Bank to amend temporarily the Borrowing Base set forth in the PPSI Credit Agreement in order to increase the percentage of the outstanding unpaid amount of Eligible Receivables from 80% to 90% (the “Temporary Borrowing Base Increase”), up to a maximum of CDN$1,000,000 of additional Borrowing Base.
C:Therefore, the Bank hereby confirms its agreement to put the Temporary Borrowing Base Increase until the earlier of (i) the closing of the Mill Point Transaction which shall include the repayment in full of all amounts owed under the PPSI Credit Agreement and the PECI Credit Agreement, and (ii) August 31, 2019.
In addition, in the event that the SPA is terminated prior to closing and if the Borrowers receive the termination fee provided for in such SPA, the Borrowers undertake to remit to the Bank an amount corresponding to 50% of such termination fee which shall be applied by the Bank in permanent reduction of the Term Loan Facility granted under the PPSI Credit Agreement.
Finally, an amendment fee of C$25,000 shall be payable by the Canadian Borrower to the Bank upon signature of this letter of agreement for the Temporary Borrowing Base Increase.
Until full repayment of all amounts owed to the Bank, the Obligors agree that they remain obligated to comply at all times with the terms and conditions of the PPSI Credit Agreement and the PECI Credit Agreement. Except as specifically waived or amended hereby, all of the terms and conditions of the PPSI Credit Agreement and the PECI Credit Agreement stand and remain in full force and effect. In addition, the Bank hereby confirms that no increase in the revolving credits or margin deficit under such revolving credits will be allowed or tolerated by the Bank until full repayment of all credit facilities.
This letter of agreement shall be effective upon the execution and delivery hereof by the Bank and the Obligors. Please provide your consent to the conditions set forth in this letter of agreement to the Bank by no later than August 9, 2019, before 12:00 noon EST.
This letter of agreement may be executed in any number of counterparts, and by different parties on separate counterpart signature pages, each of which shall constitute an original and all of which taken together shall constitute one and the same instrument. Delivery of a counterpart hereof by facsimile transmission or by e-mail transmission of an Adobe portable document format file (also known as a “PDF” file) shall be effective as delivery of a manually executed counterpart hereof.
C:
This letter of agreement is entered into between us as of the date and year first above written.
| Bank of Montreal, acting through its Chicago Branch | ||
| By: | ||
| Name: | ||
| Title: | ||
| Bank of Montreal | ||
| By: | ||
| Name: | ||
| Title: | ||
| By: | ||
| Name: | ||
| Title: | ||
C:
This letter is acknowledged and agreed to as of the date and year first above written.
| Pioneer Power Solutions, Inc. | ||
| By: | ||
| Name: | Nathan Mazurek | |
| Title: | President | |
| By: | ||
| Name: | Thomas Klink | |
| Title: | Chief Financial Officer |
| Pioneer Electrogroup Canada Inc. | ||
| By: | ||
| Name: | Nathan Mazurek | |
| Title: | President | |
| By: | ||
| Name: | Thomas Klink | |
| Title: | Chief Financial Officer |
| Jefferson Electric, Inc. | ||
| By: | ||
| Name: | Nathan Mazurek | |
| Title: | President | |
| By: | ||
| Name: | Thomas Klink | |
| Title: | Chief Financial Officer |
C:
| Pioneer Critical Power Inc. | ||
| By: | ||
| Name: | Nathan Mazurek | |
| Title: | President | |
| By: | ||
| Name: | Thomas Klink | |
| Title: | Chief Financial Officer |
| Pioneer Custom Electrical products corp. | ||
| By: | ||
| Name: | Nathan Mazurek | |
| Title: | President | |
| By: | ||
| Name: | Thomas Klink | |
| Title: | Chief Financial Officer |
| Titan Energy Systems, Inc. | ||
| By: | ||
| Name: | Nathan Mazurek | |
| Title: | President | |
| By: | ||
| Name: | Thomas Klink | |
| Title: | Chief Financial Officer |
C:
| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 8/31/19 | ||||
| Filed on: | 8/14/19 | 8-K, DEFA14C | ||
| 8/9/19 | ||||
| 8/8/19 | ||||
| For Period end: | 6/30/19 | |||
| 6/28/19 | 8-K | |||
| 11/20/18 | ||||
| 4/29/16 | 8-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/31/22 Pioneer Power Solutions, Inc. 10-K 12/31/21 89:6.4M Quality EDGAR So… LLC/FA 3/30/21 Pioneer Power Solutions, Inc. 10-K 12/31/20 96:6.7M Quality EDGAR So… LLC/FA 10/08/20 Pioneer Power Solutions, Inc. 10-K/A 12/31/19 4:119K Quality EDGAR So… LLC/FA |