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 1937
Date of
Report (Date of earliest event reported): November 12,
2009
Daktronics,
Inc.
(Exact
name of registrant as specified in its charter)
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South
Dakota
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0-23246
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46-0306862
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(State
or other jurisdiction
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(Commission
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(I.R.S.
Employer
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Incorporation
or organization)
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File
Number)
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Identification
Number)
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201
Daktronics Drive
Brookings,
SD 57006
(Address
of principal executive office) (zip code)
(605)
692-0200
(Registrant’s
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report.)
This
Form 8-K contains both historical and forward-looking statements that
involve risks, uncertainties and assumptions. The statements contained in this
report that are not purely historical are forward-looking statements that are
subject to the safe harbors created under the Securities Act of 1933, as
amended, and the Securities Exchange Act of 1934, as amended, including
statements regarding our expectations, beliefs, intentions and strategies for
the future. These statements appear in a number of places in this Report and
include all statements that are not historical statements of fact regarding our
intent, belief or current expectations with respect to, among other things: (i)
our financing plans; (ii) trends affecting our financial condition or results of
operations; (iii) our growth strategy and operating strategy; and (iv) the
declaration and payment of dividends. The words “may,” “would,” “could,”
“should,” “will,” “expect,” “estimate,” “anticipate,” “believe,” “intend,”
“plans” and similar expressions and variations thereof are intended to identify
forward-looking statements. Investors are cautioned that any such
forward-looking statements are not guarantees of future performance and involve
risk and uncertainties, many of which are beyond our ability to control, and
that actual results may differ materially from those projected in the
forward-looking statements as a result of various factors discussed herein,
including those discussed in detail in our filings with the Securities and
Exchange Commission, including in our Annual Report on Form 10-K for the fiscal
year ended May 2, 2009 in the section entitled “Item 1A. Risk
Factors”
Item
1.01 Entry into a Material Definitive Agreement.
On
November 12, 2009, the Company entered into amendments (the “Amendments”) to its
Loan Agreement and related Revolving Note (collectively, the “Credit Facility”)
with U.S. Bank National Association (the “Bank”). The Amendments decrease
the limit on the revolving loan amount available from $45.0 million to $35.0
million; modify the Adjusted Fixed Charge Coverage ratio by increasing the
reserve for maintenance capital expenditures from $4.0 million to $6.0 million;
increase the loan fee of 0.100% per annum to 0.125% per annum on the average
daily unused portion of the Credit Facility; and increase the interest rate
(which fluctuates depending on certain ratios) from LIBOR plus 75 to 125 basis
points to LIBOR plus 125 to 175 basis points. As of November 12, 2009, no
advances under the Revolving Note were outstanding, and letters of credit
outstanding as of the same date were approximately $3.7
million. The Credit Facility remains unsecured.
As
a result of the strong cash position of the Company and the rising costs of
credit facilities, the Company determined that it was appropriate to reduce the
total loan amount available under the Credit Facility. As of October 31,
2009, the Company had approximately $56.0 million of available and unrestricted
cash, which it feels diminishes the need for larger credit facilities, although
this situation could
change.
The
foregoing description of the Credit Facility is qualified in its entirety by
reference to the Amendments, copies of which are filed as Exhibits 10.1 and 10.2
to this Current Report on Form 8-K and incorporated herein by
reference.
Item
2.03 Creation of a Direct Financial Obligation Under an Off-Balance
Sheet Arrangement of a Registrant.
The
disclosure required by this item is included in Item 1.01 and is incorporated
herein by reference.
Item
9.01 Financial Statements and Exhibits
The
following exhibit is filed with this Form 8-K:
SIGNATURE
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.
DAKTRONICS, INC.
By: /s/
William R. Retterath
William
R. Retterath, Chief Financial Officer
Date: November
12, 2009
EXHIBIT
INDEX
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Exhibit
No.
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Description
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