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Techprecision Corp. – ‘8-K’ for 3/20/24

On:  Tuesday, 4/9/24, at 4:05pm ET   ·   For:  3/20/24   ·   Accession #:  1104659-24-45213   ·   File #:  1-41698

Previous ‘8-K’:  ‘8-K’ on 4/8/24 for 4/2/24   ·   Latest ‘8-K’:  This Filing

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/09/24  Techprecision Corp.               8-K:1,9     3/20/24   11:236K                                   Toppan Merrill/FA

Current Report   —   Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     26K 
 2: EX-10.1     Material Contract                                   HTML     43K 
 6: R1          Cover                                               HTML     45K 
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 7: EXCEL       IDEA Workbook of Financial Report Info              XLSX      8K 
 4: EX-101.LAB  XBRL Labels -- tpcs-20240320_lab                     XML     96K 
 5: EX-101.PRE  XBRL Presentations -- tpcs-20240320_pre              XML     64K 
 3: EX-101.SCH  XBRL Schema -- tpcs-20240320                         XSD     12K 
 9: JSON        XBRL Instance as JSON Data -- MetaLinks               25±    34K 
10: ZIP         XBRL Zipped Folder -- 0001104659-24-045213-xbrl      Zip     26K 


‘8-K’   —   Current Report


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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM  i 8-K

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of the Securities and Exchange Act of 1934

 

Date of Report (Date of earliest event reported):  i March 20, 2024

 

 i TECHPRECISION CORPORATION

(Exact Name of Registrant as Specified in Charter)

 

 i Delaware    i 000-41698    i 51-0539828

(State or Other Jurisdiction

of Incorporation or Organization)

  (Commission File Number)   (IRS Employer Identification No.)

 

 i 1 Bella Drive

 i Westminster,  i MA  i 01473

(Address of principal executive offices) (Zip Code)

 

Registrant's telephone number, including area code: ( i 978)  i 874-0591

 

Securities registered or to be registered pursuant to Section 12(b) of the Act:

 

Title of each class   Trading Symbol(s)   Name of each exchange on which registered
 i Common Stock, par value $0.0001 per share    i TPCS    i Nasdaq Capital Market

 

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:

 

 i ¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   
 i ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   
 i ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
   
 i ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company  i ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

 

Item 1.01Entry into a Material Definitive Agreement

 

As previously disclosed, on August 25, 2021, Ranor, Inc. (“Ranor”), a wholly owned subsidiary of TechPrecision Corporation (the “Company”), along with certain affiliates of the Company, entered into that certain Amended and Restated Loan Agreement (as amended, the “Amended and Restated Loan Agreement”) with Berkshire Bank under which, among other things, Berkshire Bank (i) continued a term loan made to Ranor in the original principal amount of $2,850,000 (the “Ranor Term Loan”) and (ii) provided a revolving line of credit loan to such affiliates in the maximum principal amount of $5,000,000 (the “Revolver Loan”). Under the Amended and Restated Loan Agreement and related loan documents, the Ranor Term Loan has a maturity date of December 15, 2027 and the Revolver Loan had a maturity date of March 20, 2024. On March 20, 2024, Ranor and certain affiliates of the Company entered into a Seventh Amendment to Amended and Restated Loan Agreement and Third Amendment to Second Amended and Restated Promissory Note (the “Amendment”).

 

Effective March 20, 2024, the Amendment, among other things (i) extends the maturity date of the Revolver Loan from March 20, 2024 to May 24, 2024; and (ii) amends the limit on the use of proceeds from the Revolver Loan by the Company for due diligence and related professional costs in connection with any acquisitions to (a) increase the limit from $1,000,000 to $2,000,000 in the aggregate and (b) extend the limit to include costs incurred from the prior cut-off of March 20, 2024 through May 10, 2024.

 

Other than in respect of the Amended and Restated Loan Agreement, the promissory notes made thereunder, the related security and guaranty documents and the previously disclosed past borrowing relationship, there is no material relationship between Ranor, the Company and the other affiliates of the Company party thereto, on the one hand, and Berkshire Bank, on the other hand. The description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached hereto as Exhibit 10.1 and is incorporated by reference herein. 

 

Item 9.01Financial Statements and Exhibits.

 

(d)       Exhibits

 

Exhibit
Number
  Description
10.1   Seventh Amendment to Amended and Restated Loan Agreement and Third Amendment to Second Amended and Restated Promissory Note, effective as of March 20, 2024, by and among Ranor, Inc., Stadco New Acquisition, LLC, Stadco, Westminster Credit Holdings, LLC and Berkshire Bank
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SIGNATURES

 

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.

 

  TECHPRECISION CORPORATION
     
Date: April 9, 2024 By: /s/ Barbara M. Lilley
  Name:   Barbara M. Lilley
  Title: Chief Financial Officer

 

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
12/15/27
5/24/24
5/10/24
Filed on:4/9/24
For Period end:3/20/24
8/25/218-K,  8-K/A
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