6 Million dollar Loan?
I believe the second quarter usually ends the last day of June, this came out a little less than one month ago. I don’t recall anyone delving into this for the readers here. Would any of you Gents care to interpret this for the fine folks investing their hard earned money here, to me on the surface it appears they just made a slight mistake but after seeing them go through so many CFO’s along with the DBSI debacle upon creation might give one skilled in the art of common sense a reason to pause. I guess what matters now is that was it a short term fix or long term one, this month ends in 2 days.
27-Aug-2012
Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligat
Item 1.01. Entry into a Material Definitive Agreement.
The information set forth in Item 2.03 of this Current Report on Form 8-K is incorporated herein by reference in response to this Item 1.01.
Item 2.03. Creation of Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of Registrant.
As disclosed in its Current Report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") on December 13, 2011, GigOptix, Inc. (the "Company") and its wholly-owned subsidiaries, ChipX, Incorporated and Endwave Corporation (collectively, the "Borrowers") entered into an Amended and Restated Loan and Security Agreement on December 9, 2011 (the "Loan Agreement"), with Silicon Valley Bank ("SVB").
As disclosed by the Company in its Form 10-Q for the quarter ended July 1, 2012, as filed with the SEC on August 15, 2012, as of July 1, 2012, the Company was in violation of one of the covenants of the Loan Agreement which requires that on the last day of every month, the ratio of the Company's cash, cash equivalents and accounts receivable (together, "Quick Assets") to the Company's current liabilities which mature within the following year (including obligations to SVB) ("Current Liabilities") be 1.50 to 1.00. The violation was cured by the July 3, 2012 repayment of the $6.0 million borrowed from SVB, and as a result, the consequence of the Company's violation of the covenant was not material to the Company.
On August 23, 2012, the Borrowers and SVB entered into a Default Waiver and First Amendment to the Loan Agreement (the "First Amendment") in order to allow the Company to continue to borrow under its Loan Agreement without further violations of that covenant and to waive the default resulting from the violation that occurred on July 1, 2012, as described above. Under the First Amendment, SVB agrees to waive the July 1, 2012, default by the Company for violation of the covenant only for the measurement period ended June 30, 2012; the Company was in compliance with the covenant for the measurement period ended July 29, 2012. The First Amendment also amends the Loan Agreement in the following material ways (capitalized terms used but not defined herein shall have the meanings ascribed thereto in the First Amendment or the Loan Agreement, as applicable):
(i) For measuring periods from July 1, 2012, to December 31, 2012, the covenant for the Adjusted Quick Ratio (defined as the ratio of Quick Assets to Current Liabilities, but excluding up to $1,200,000 of non-cash accrued liabilities) is lowered to 1.35 to 1.00 (from the previous 1.50 to 1.00 prior to the amendment with no exclusion for non-cash accrued liabilities). For measuring periods after January 1, 2013, the Adjusted Quick Ratio is 1.50 to 1.00;
(ii) Exhibit D (Compliance Certificate) to the Loan Agreement is amended and restated to reflect the foregoing amendments; and
(iii) The covenant related to allowing SVB access to the Company's Collateral and Books and Records is amended to provide that so long as the Borrower makes Advances no more frequently than once per calendar quarter, and provided that no Event of Default has occurred and is continuing, SVB will not inspect the Collateral or audit and copy the Borrower's Books.
The First Amendment includes customary representations and warranties for agreements of this type, and a release by the Borrower of claims against SVB (the "Released Claims" as such term is defined in the First Amendment).
Other than as described above, the material terms of the Loan Agreement as previously disclosed by the Company have not been amended and remain in full force and effect. The description of the First Amendment is qualified in its entirety by reference to the full text of the agreement, which is attached to this report as Exhibit 99.1 and incorporated herein by reference.
This is what I found on google.
Generally, a value of at least 1 is required, and the higher the number, the better. (A ratio of less than one means the company cannot meet it's current liabilities and a value of 2 would mean the company could cover the liabilities twice.) Generally, higher numbers are a favorable indicator of the ability to pay short-term debts and very high ratio values can indicate poor receivables or excess cash reserves.
Lower values show that the company may experience problems paying short-term debts. Companies with lower values should consider liquidating some inventory, refinancing short-term debt with long-term debt and/or consider a sale/leaseback of fixed assets.
Extremely high ratio's can indicate unnecessary accumulation of funds (too much inventory) or bad financial management.
What is an accrued liability (remember the 1.2 million)
Accrued liabilities are liabilities which have occurred, but have not been paid or logged under accounts payable during an accounting period; in other words, obligations for goods and services provided to a company for which invoices have not yet been received. Examples would include accrued wages payable, accrued sales tax payable, and accrued rent payable.
Perhaps it was just a timing issue?
Good Luck
