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): February 29, 2008
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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
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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 425 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 1.01. Entry into a Material Definitive Agreement
On February 29, 2008, CalAmp Corp. (the "Company") entered into the
Fourth Amendment and Waiver to the Credit Agreement dated May 26, 2006 (the
"Amended Agreement") with Bank of Montreal, as administrative agent, and
certain other banks that are parties thereto. Pursuant to the Amended
Agreement, the banks agreed to waive the financial covenant violations that
existed for the first three quarters of fiscal 2008.
The Amended Agreement provides that cash proceeds of $3.8 million from
the August 2007 sale of the Company's TelAlert software business that has
been held in escrow by the banks will be applied to reduce borrowings under
the term loan, which will leave an outstanding principal balance of
approximately $27.5 million. The interest rate on the term loan was also
increased by 0.5% as a result of this amendment, and giving effect to this
change, the term loan now bears interest at 7.1%. Term loan principal
payments of $750,000 are due on the last day of each calendar quarter during
2008, and a principal payment of $1,250,000 is due on March 31, 2009. In
addition, any collections of the scheduled $140,000 per month on a note
receivable from the buyer of the TelAlert software business must be applied
to reduce the term loan principal. The Amended Agreement has a termination
date of June 30, 2009, at which time all outstanding borrowings under the
credit agreement are due and payable. In the event all outstanding
obligations under the Amended Agreement are not paid in full by December 31,
2008, an exit fee of $500,000 will be due and payable to the banks on June
30, 2009, except that if the Company receives cash of at least $5,000,000 as
a result of issuing equity or subordinated debt by December 31, 2008, then
the exit fee will be reduced to $300,000.
The Amended Agreement also makes available $1 million for borrowings
under a working capital revolving loan. Borrowings under the revolver would
bear interest at the Bank of Montreal's prime rate plus 2% or LIBOR plus 3%.
The financial covenants with which the Company had been noncompliant
were eliminated as a result of this amendment, and were replaced with new
covenants that require minimum levels of consolidated earnings before
interest, taxes, depreciation and amortization (EBITDA) and Wireless DataCom
Division revenues. In addition, the Amended Agreement contains a provision
by which an event of default would occur if a certain key customer of the
Company's Satellite Division does not grant final authorization/clearance
for shipment of new generation products by June 30, 2008.
ITEM 9.01. Financial Statements and Exhibits
(c) Exhibits
10.1 Fourth Amendment and Waiver to Credit Agreement dated
February 29, 2008 between CalAmp Corp., Bank of Montreal
and other lenders party thereto.
99.1 Press release of the Registrant dated February 29, 2008
announcing the amendment of the bank credit agreement.
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.
March 3, 2008 By:/s/ Richard K. Vitelle
___________________ _________________________
Date Richard K. Vitelle,
Vice President-Finance
(Principal Financial Officer)