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): August 24, 2021 (August 18, 2021)
BOSTON OMAHA CORPORATION | ||
(Exact name of registrant as specified in its Charter) | ||
Delaware | 001-38113 | 27-0788438 |
(State or other jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification Number) |
1601 Dodge Street, Suite 3300 Omaha, Nebraska 68102 (Address and telephone number of principal executive offices, including zip code) | ||
(857) 256-0079 (Registrant's telephone number, including area code) | ||
Not Applicable (Former name or address, if changed since last report) |
Securities registered under Section 12(b) of the Exchange Act:
Title of Class | Trading Symbol | Name of Exchange on Which Registered |
Class A common stock, $0.001 par value per share | BOMN | The Nasdaq Stock Market LLC (NASDAQ Capital Market) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of Registrant under any of the following provisions (see General Instruction A.2. below):
☐ 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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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 | ENTRY INTO A DEFINITIVE MATERIAL AGREEMENT |
On August 18, 2021, Link Media Holdings, Inc. (“Link”), a wholly-owned subsidiary of Boston Omaha Corporation (“BOC”), which owns and operates BOC’s billboard businesses, entered into a Third Amendment to Credit Agreement (the “Third Amendment”) with First National Bank of Omaha (the “Lender”). On August 12, 2019, Link entered into a Credit Agreement, as amended (the “Credit Agreement”) with the Lender under which Link may borrow up to $23,560,000 in the aggregate under two term loans and $5,000,000 under a revolving line of credit (the “Revolving Loan”), each guaranteed by Link’s subsidiaries. Boston Omaha Corporation does not provide any guaranty under the Credit Agreement.
The Third Amendment modifies the Revolving Loan as follows:
● Extends the Revolving Loan Maturity Date to August 12, 2023;
● Changes the interest rate index used to determine the amount to be charged from time to time under the Revolving Loan from the LIBOR Rate to the U.S. Prime Rate as reported in the Wall Street Journal as the “Prime Rate” (the “Index”); and
● Modifies the definition of Applicable Revolving Loan Margin Rate to be determined with reference to Link's most recent Consolidated Leverage Ratio at a rate between 0.65% and 1.15%. Interest will accrue on the unpaid principal balance of any Revolving Loan from the date of each borrowing thereunder and will be calculated as described in Section 12.07(b) of the Credit Agreement using a rate equal to the Index minus the Applicable Revolving Loan Margin.
The foregoing summary of the Third Amendment and the transactions contemplated thereby contained in this Item 1.01 does not purport to be a complete description and is qualified in its entirety by reference to the terms and conditions of the Third Amendment, a copy of which is attached as Exhibit 10.1 and incorporated herein by reference. Capitalized terms used in this Item 1.01 have the meaning given to such terms in the Third Amendment and Credit Agreement, as applicable.
ITEM 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The description contained in Item 1.01 is hereby incorporated by reference herein.
ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
(d) | Exhibits. The Exhibit Index set forth below is incorporated herein by reference. |
EXHIBIT INDEX
Exhibit Number | Exhibit Title | |
10.1 | Third Amendment to Credit Agreement | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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.
BOSTON OMAHA CORPORATION (Registrant) | |||
By: | /s/ Joshua P. Weisenburger | ||
Joshua P. Weisenburger, | |||
Chief Financial Officer |
Date: August 24, 2021
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