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): December 22, 2009
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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
_________________________
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 7.01. Regulation FD Disclosure
On December 22, 2009, CalAmp Corp. (the "Company") paid in full the
$13.95 million outstanding principal balance of its credit facility with Bank
of Montreal and two other banks, which had a maturity date of December 31,
2009. The funds for this payoff were provided by a drawdown of $7.77 million
under a new revolving credit facility with Square 1 Bank of Durham, North
Carolina, supplemented by aggregate proceeds of $6.18 million from the
private placement of common stock and subordinated debt. The Square 1 Bank
credit facility has a two-year term and provides for borrowings up to the
lesser of $12 million or 85% of the Company's eligible accounts receivable.
Outstanding borrowings under this facility bear interest at Square 1's prime
rate plus 2.0%, subject to a minimum effective interest rate of 6.0%.
The Company also raised $4.25 million from the sale of approximately
1,932,000 shares of common stock and $1.93 million from the issuance of
subordinated debt. The subordinated notes bear interest at 12% per annum and
have a maturity date of December 22, 2012. The Company also issued a total
of 192,500 common stock purchase warrants to the subordinated note investors
at an exercise price of $4.02 per share, which represents a 20% premium to
the average closing price of the Company's common stock for the 20
consecutive trading days prior to the closing of the refinancing. The
Company agreed to file a registration statement with the Securities and
Exchange Commission to register the privately-issued shares and the shares of
common stock underlying the warrants.
On December 23, 2009, the Company issued a press release announcing the
refinancing of its bank debt. A copy of the press release is attached as
Exhibit 99.1.
ITEM 9.01. Financial Statements and Exhibits
(c) Exhibits
99.1 Press release of the Registrant dated December 23, 2009
announcing the bank debt refinancing
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.
December 23, 2009 By: /s/ Richard K. Vitelle
_________________ _________________________
Date Richard K. Vitelle,
Vice President-Finance
(Principal Financial Officer)