TROIKA MEDIA GROUP, INC. : Trigger Events That Accelerate or Increase a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement (Form 8-K)

Item 2.04 Trigger Events That Accelerate or Increase a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement.

On October 3, 2022 Blue Torch Finance LLC (“Blue Torch”) has advised us that certain events of default have occurred and are continuing under the financing agreement dated March 21, 2022by and among us, the lenders who are sometimes parties thereto (the “Lenders”), and Blue Torch as collateral agent and administrative agent for the Lenders (the “Financing Agreement”), and that its limited waiver of such default events had expired.

Blue Torch asserted that the Events of Default are related to our non-compliance with certain financial and non-financial covenants under the Financing Agreement. In its notice, Blue Torch has confirmed that the Agents (as defined in the Financing Agreement) and the Lenders have not waived the specified Events of Default, and that the Agents and the Lenders reserve all of their rights and remedies under the Financing Agreement, the Loan Documents (as defined in the Financing Agreement) and any applicable law with respect to the specified Events of Default, including, without limitation: (i ) the right to accelerate obligations (as defined in the financing agreement) and demand immediate payment in full of all amounts due under the financing agreement and loan documents from the borrower and others loan parties (as defined in the financing agreement); (ii) the right to require obligors to collateralize in cash any Obligation which is conditional or not yet due and payable; (iii) the right to repossess and take other action with respect to all or part of the warranty; and (iv) the right to take all actions and exercise all remedies available to Agents and/or Lenders under the Loan Documents and applicable law.

The Company is currently in good faith negotiations with Blue Torch, as agent for the lenders, to amend the financing agreement and remedy the Events of Default, although we cannot assure you that we will be successful in doing so. For more information on the terms of the funding agreement, please see our Annual Report on Form 10-K for the year ended June 30, 2022filed with the SECOND on September 28, 2022

© Edgar Online, source Previews

Comments are closed.