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)
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June 18, 2009
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FARO TECHNOLOGIES, INC.
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| (Exact Name of Registrant as Specified in Its Charter) |
| Florida |
0-20381 |
59-3157093 |
| (State or Other Jurisdiction of |
(Commission File Number) |
(I.R.S. Employer |
| Incorporation) |
|
Identification No.) |
| 125 Technology Park, |
32746 |
| Lake Mary, Florida |
(Zip Code) |
| (Address of Principal Executive Office) |
(407) 333-9911
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| (Registrant’s
Telephone Number, Including Area Code) |
|
| (Former Name or Former Address, if Changed Since Last Report) |
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 240.14a-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
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| ITEM 2.03 |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a
Registrant |
On June 18, 2009, FARO Technologies, Inc. (the “Company”) entered into a Third Amendment (the “Third
Amendment”) to the Amended and Restated Loan Agreement, dated as of July 11, 2006, as subsequently
amended, with SunTrust Bank (as amended, the “Loan Agreement”). The Loan Agreement provides for a
revolving loan commitment of $30 million.
The Third Amendment eliminates the total debt to EBITDA covenant from the Loan Agreement and replaces it
with a covenant that the Company maintain consolidated net cash of at least $25 million, measured at the
end of each of the Company’s fiscal quarters.
The foregoing description of the Third Amendment does not purport to be complete and is qualified in its
entirety by reference to the Third Amendment, a copy of which is filed as Exhibit 10.1 hereto and is
incorporated by reference herein.
| ITEM 9.01 |
Financial Statements and Exhibits |
See the Exhibit Index set forth below for a list of exhibits included with this Current Report
on Form 8-K.
Signature
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this
report to be signed on its behalf by the undersigned thereunder duly authorized.
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FARO Technologies, Inc.
(Registrant) |
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Dated: June 19, 2009 |
By: /s/ Jay Freeland
Jay Freeland
Chief Executive Officer |
EXHIBIT INDEX
| Exhibit Number |
Description |
| 10.1 |
Third Amendment to Amended and Restated Loan Agreement, dated June 18, 2009, between FARO Technologies,
Inc. and SunTrust Bank. |