Item 1.01 Entry into a Material Definitive Agreement.
On January 8, 2021, Ooma, Inc., as borrower ("Ooma" or the "Company"), entered
into a credit and security agreement (the "Credit Agreement") with KeyBank
National Association as Administrative Agent (the "Agent") and lender, and
KeyBanc Capital Markets Inc. as sole lead arranger and sole book runner. The
Credit Agreement provides for a secured $25.0 million revolving credit facility,
which includes a $10.0 million subfacility for letters of credit. The Company
and its subsidiaries may use funds borrowed under the Credit Agreement for
working capital and other general corporate purposes.
As of January 8, 2021, no borrowings were outstanding under the Credit
Agreement. Accordingly, at January 8, 2021, $25.0 million of borrowing capacity
was available for the purposes permitted by the Credit Agreement.
Loans under the Credit Agreement will bear interest, at the Company's option, at
either a rate equal to the "Base Rate" (as defined in the Credit Agreement) or
(b) "Eurodollar Rate" (as defined in the Credit Agreement) plus 2.50%. The Base
Rate is the highest of (i) the Agent's prime rate, (ii) the federal funds
effective rate plus 0.5%, and (iii) the Eurodollar Rate with an interest period
of one month plus 1%. The Eurodollar Rate is the London Interbank Offered Rate
with various interest periods as may be selected by the Company, but shall not
be less than 0.75%. Upon the occurrence of any event of default, the interest
rate on the borrowings increases by 2.0%. The Credit Agreement will terminate
and all amounts owing thereunder will be due and payable on the earlier of
January 7, 2024 or 90 days prior to the scheduled maturity of any convertible
debt securities, unless the commitments are terminated earlier, either at the
request of the Company or, if an event of default occurs, by the lenders (or
automatically in the case of certain bankruptcy-related events). The Credit
Agreement contains customary representations, warranties, affirmative and
negative covenants, events of default and indemnification provisions in favor of
the Agent, lenders and their affiliates.
The foregoing description of the Credit Agreement is qualified in its entirety
by reference to the Credit Agreement, which will be filed as an exhibit to the
Company's Annual Report on Form 10-K for the fiscal year ending January 31,
2021.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The disclosure included in Item 1.01 of this Current Report on Form 8-K is
incorporated into this Item 2.03 by reference.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 8, 2021, the Board of Directors of Ooma (the "Board") appointed,
effective immediately, Jenny C. Yeh, Ooma's Vice President and General Counsel,
as a Class I director of Ooma with a term to expire at the annual meeting of
stockholders to be held in 2022, and Ravi Narula, Ooma's Chief Financial
Officer, as a Class II director of Ooma with a term to expire at the annual
meeting of stockholders to be held in 2023.
Neither Ms. Yeh nor Mr. Narula has any family relationships with any of Ooma's
directors or executive officers and none is a party to any transactions of the
type listed in Item 404(a) of Regulation S-K.
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