Current Report Filing (8-k)
December 06 2019 - 1:54PM
Edgar (US Regulatory)
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 4, 2019
EACO CORPORATION
(Exact name of registrant as specified in its charter)
Florida
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000-14311
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59-2597349
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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1500 N. Lakeview Loop
Anaheim,
CA 92807
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(Address of principal executive offices) (Zip Code)
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Registrant’s telephone number, including
area code: (714) 876-2490
Not applicable
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(Former name or Former Address if Changed Since Last Report.)
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Securities registered or to be registered pursuant to Section
12(b) of the Act: None.
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if
the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
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Item 1.01.
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Entry into a Material Definitive Agreement.
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Item 2.03.
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Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a
Registrant.
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On December 4, 2019, Bisco Industries, Inc. (“Bisco”),
the wholly-owned subsidiary of EACO Corporation (“EACO”), entered into (i) a Business Loan Agreement dated November
27, 2019 between Citizens Business Bank (the “Lender”) and Bisco (the “Loan Agreement”), and (ii) a Change
in Terms Agreement dated November 27, 2019 between Lender and Bisco (the “Amendment”), pursuant to which Bisco’s
existing line of credit with the Lender was amended to increase the maximum amount that may be borrowed thereunder from $10.0 million
to $15.0 million. In addition, the interest rate provisions under the line of credit were modified so that in no event would such
interest rate be less than 3.5% per annum or the maximum interest rate permitted under law.
On December 4, 2019, EACO concurrently entered into a new Commercial
Guaranty with Lender, pursuant to which EACO guaranteed all of Bisco’s obligation under this line of credit.
The foregoing descriptions of
the Loan Agreement, the Amendment and the Commercial Guaranty are qualified in its entirety by reference to the full text of
such documents, which are filed as Exhibits 10.1, 10.2 and 10.3, respectively, to this Current Report on Form 8-K and such
documents are incorporated herein by reference.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits
Exhibit
No.
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Description
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10.1
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Business
Loan Agreement dated November 27, 2019 ($15,000,000) between Bisco and Citizens Business Bank (executed on December 4,
2019).
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10.2
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Change
in Terms Agreement dated November 27, 2019 ($15,000,000) between Bisco and Citizens Business Bank (executed on December 4,
2019).
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10.3
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Commercial
Guaranty dated November 27, 2019 ($15,000,000) between EACO and Citizens Business Bank (executed on December 4, 2019).
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SIGNATURES
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.
Dated:
December 6, 2019
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EACO
CORPORATION
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By:
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/S/
MICHAEL NARIKAWA
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Michael
Narikawa,
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Principal
Accounting Officer
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