Orion Energy Systems Enters Material Definitive Agreement

TL;DR

OESX inked a big deal, watch their financials.

AI Summary

Orion Energy Systems, Inc. entered into a material definitive agreement on April 22, 2024, related to a direct financial obligation. The company, headquartered in Manitowoc, Wisconsin, filed this 8-K report to disclose this event.

Why It Matters

This filing indicates a significant financial commitment or obligation for Orion Energy Systems, which could impact its financial standing and future operations.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements can introduce new financial obligations or risks that may affect the company's performance.

Key Players & Entities

• ORION ENERGY SYSTEMS, INC. (company) — Registrant
• April 22, 2024 (date) — Date of earliest event reported
• 2210 Woodland Drive, Manitowoc, Wisconsin 54220 (address) — Principal Executive Offices

FAQ

Key Financial Figures

• $3.525 million — purpose of Amendment No. 2 was to add a $3.525 million mortgage loan facility to the LSA secur
• $15.3 m — d a net available liquidity position of $15.3 million, comprised of net borrowing avail
• $10.1 million — lability under the LSA of approximately $10.1 million and $5.2 million of cash, as determined
• $5.2 million — LSA of approximately $10.1 million and $5.2 million of cash, as determined on a preliminary
• $5.1 million — 2, the Company has added approximately $5.1 million to its net available liquidity position
• $1.6 million — $3.525 million in mortgage proceeds and $1.6 million of borrowing base enhancements). The

Filing Documents

• oesx-20240422.htm (8-K) — 40KB
• oesx-ex10_1.htm (EX-10.1) — 1074KB
• 0000950170-24-047260.txt ( ) — 1383KB
• oesx-20240422.xsd (EX-101.SCH) — 23KB
• oesx-20240422_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. Effective April 22, 2024, Orion Energy Systems, Inc. (the "Company"), with Bank of America, N.A. as lender, executed Amendment No. 2 ("Amendment No. 2") to its Loan and Security Agreement dated December 29, 2020 and amended previously on November 4, 2022 (the "LSA"). The primary purpose of Amendment No. 2 was to add a $3.525 million mortgage loan facility to the LSA secured by the Company's office headquarters property in Manitowoc, Wisconsin. Amendment No. 2 also broadened the definition of receivables to encompass government receivables as being eligible to be included in the Company's borrowing base calculation for the purpose of establishing the Company's monthly borrowing availability under the LSA. As of March 31, 2024, the Company had a net available liquidity position of $15.3 million, comprised of net borrowing availability under the LSA of approximately $10.1 million and $5.2 million of cash, as determined on a preliminary unaudited basis. By entering into Amendment No. 2, the Company has added approximately $5.1 million to its net available liquidity position ($3.525 million in mortgage proceeds and $1.6 million of borrowing base enhancements). The foregoing description of Amendment No. 2 and the LSA as amended by Amendment No. 2 is qualified in its entirety by reference to the full text of Amendment No. 2, which is filed as Exhibit 10.1 hereto and incorporated herein by reference. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information disclosed above under Item 1.01 is incorporated herein by reference.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. Exhibit 10.1 Amendment No. 2 to Loan and Security Agreement, dated effective as of April 22, 2024, among Orion Energy Systems, Inc., Bank of America, N.A., as lender, and the subsidiary borrowers party thereto. Exhibit 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

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. ORION ENERGY SYSTEMS, INC. Date: April 24, 2024 By: /s/ J. Per Brodin J. Per Brodin Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR