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): June 8, 2007
Black Box Corporation
(Exact Name of Registrant as Specified in its Charter)
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| Delaware
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0-18706
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95-3086563 |
| (State or Other Jurisdiction
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(Commission File Number)
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(IRS Employer |
| of Incorporation)
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Identification No.) |
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| 1000 Park Drive |
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| Lawrence, Pennsylvania
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15055 |
| (Address of Principal Executive Offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (724) 746-5500
N/A
(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 (see General Instruction
A.2. below):
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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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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 28, 2007, Black Box Corporation (the “Company”), along with certain of its direct and
indirect subsidiaries (collectively, the “Loan Parties”), the Lenders (defined below) and the Agent
(defined below) entered into a waiver letter (the “Waiver”) with respect to the Second Amended and
Restated Credit Agreement dated as of January 24, 2005, as amended (the “Credit Agreement”), by and
among the Loan Parties, the lenders parties thereto (the “Lenders”) and Citizens Bank of
Pennsylvania, as administrative agent for the Lenders (the “Agent”).
Pursuant to the Waiver, the Agent and the Lenders waived any defaults under the Credit Agreement
resulting from the failure of the Loan Parties to timely deliver the Company’s unaudited financial
statements and the related compliance certificate for its fiscal third quarter ended December 30,
2006 and from the failure of the Company to timely file with the Securities and Exchange Commission
(the “SEC”) its Quarterly Report on Form 10-Q for such period. The Waiver originally was granted for
the period through May 28, 2007. By letter dated May 28, 2007, the Agent and all of the Lenders
extended the period for which the Waiver is effective through June 29, 2007.
By letter dated June 11, 2007, the Agent and the Lenders have further extended the period
for which the Waiver is effective through July 31, 2007. In addition, pursuant to this letter,
the Agent and the Lenders waived, also through July 31, 2007, any defaults under the
Credit Agreement that would result should the Loan Parties fail to timely deliver the Company’s
audited financial statements and related compliance certificate for its fiscal year ended March 31,
2007 and from the failure of the Company to timely file with the SEC its Annual Report on Form 10-K
for such period.
A copy of the press release relating to this matter is attached as Exhibit 99.1 and is incorporated
herein by reference.
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer
of Listing.
On
June 8, 2007, the Company received a Staff Determination Letter
from The Nasdaq Stock Market (“NASDAQ”)
stating that the Company is not in compliance with the filing requirements for continued listing as
set forth in NASDAQ Marketplace Rule 4310(c)(14) and, therefore, its common stock is subject to
delisting. As anticipated, the letter was issued in accordance with NASDAQ procedures due to the
previously-disclosed delayed filing of the Company’s Annual
Report on Form 10-K for its fiscal year ended March 31,
2007 (the “Form
10-K”).
On June 12, 2007, the Company requested that NASDAQ grant an extension through July 23, 2007 with
respect to the filing of the Form 10-K, as well as its Quarterly
Report on Form 10-Q for the quarter ended December 30,
2006, and any required restatements.
A copy of the press release relating to this matter is attached as Exhibit 99.1 and is incorporated
herein by reference.
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