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 1934
Date of Report (Date of earliest event reported): October 24, 2008
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Exact Name of Registrant as
Specified in Its Charter: CALAMP CORP.
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DELAWARE 0-12182 95-3647070
_____________________________ ____________ _____________
State or Other Jurisdiction of Commission I.R.S. Employer
Incorporation or Organization File Number Identification No.
Address of Principal Executive Offices: 1401 N. Rice Avenue
Oxnard, CA 93030
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Registrant's Telephone Number, Including
Area Code: (805) 987-9000
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Former Name or Former Address,
if Changed Since Last Report: Not applicable
_____________________________
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:
[ ] Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14.a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01. Entry into a Material Definitive Agreement
On October 24, 2008, CalAmp Corp. (the "Company") entered into the Fifth
Amendment to Credit Agreement dated May 26, 2006 (the "Amended Agreement")
with Bank of Montreal, as administrative agent, and certain other banks that
are parties thereto. Pursuant to the Amended Agreement, the banks agreed to
extend the maturity date of the term loan and revolver from June 30, 2009 to
December 31, 2009. As of October 24, 2008, the term loan had a principal
balance of $25.3 million. Minimum term loan principal payments are due as
follows: $750,000 on December 31, 2008, $1,250,000 on March 31, 2009,
$1,600,000 on June 30, 2009, $1,600,000 on September 30, 2009 and a final
payment of the then outstanding principal and interest under the term loan on
December 31, 2009.
The interest rate on the term loan was also increased by 2.0% as a
result of this amendment, and giving effect to this change, borrowings under
the term loan bear interest at the Bank of Montreal's prime rate plus 2.75%
or LIBOR plus 3.75%. As of October 24, 2008, the effective interest rate on
the term loan was 7.51% comprised of a three-month LIBOR rate of 3.76% plus
3.75%. The payment due date of June 30, 2009 for the penalty interest of
$204,000 that the banks imposed prior to the Fourth Amendment to Credit
Agreement is unchanged. The due date of the exit fee of $500,000 earned by
the banks in the Fourth Amendment to Credit Agreement has been extended to
December 31, 2009. A Fifth Amendment fee of $150,000 is due and payable to
the banks on December 31, 2009.
The interest rate on the revolver was also increased by 2.0% as a
result of this amendment. Borrowings under the revolver would bear interest
at the Bank of Montreal's prime rate plus 4% or LIBOR plus 5%. There were no
outstanding borrowings on the revolver as of October 24, 2008.
The minimum levels of consolidated earnings before interest, taxes,
depreciation and amortization (EBITDA) and Wireless DataCom revenues required
in the financial covenants were also changed. The Company is also required
to make mandatory prepayments under the credit facility in certain
circumstances, including following the Company's incurrence of certain
indebtedness, disposition of its property or extraordinary income.
ITEM 9.01. Financial Statements and Exhibits
(c) Exhibits
10.1 Fifth Amendment to Credit Agreement dated
October 24, 2008 between CalAmp Corp., Bank of Montreal
and other lenders party thereto.
99.1 Press release of the Registrant dated October 27, 2008
announcing the amendment of the bank credit agreement.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
CALAMP CORP.
October 27, 2008 By: /s/ Richard Gold
___________________ _________________________
Date Richard Gold,
President and Chief Executive
Officer