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): September 15, 2017
HUDSON GLOBAL, INC.
(Exact name of registrant as specified in charter)
Delaware | 000-50129 | 59-3547281 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
1325 Avenue of the Americas
New York, NY 10019
(Address of Principal Executive Offices)
Registrant's telephone number, including area code (212) 351-7300
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:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o | 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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company | o |
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. | o |
Item 1.01. | Entry into a Material Definitive Agreement. |
On September 15, 2017, the U.K. subsidiary, Hudson Global Resources Limited, of Hudson Global, Inc. (the “Company”) entered into an amendment (the “Amendment”) to its receivables finance agreement for an asset-based lending funding facility, dated August 1, 2014, with Lloyds Bank PLC and Lloyds Bank Commercial Finance Limited. The Amendment extends the term of the receivables finance agreement by 12 months from the date of the amendment and reduced the maximum core facility borrowing to £9.5 million from £11.5 million. As a result, the maximum borrowing was reduced to £10.0 million from £12.0 million. The Amendment also reduced the month end minimum excess availability to £1.5 million from £2.0 million. Extensions of credit are based on a percentage of the eligible accounts receivable less required reserves from the Company's U.K. operations. The Company's availability under the receivables finance agreement based on current accounts receivable levels was not impacted by this change.
The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed herewith as Exhibit 4.1 and is incorporated by reference herein.
Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information provided in Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.
Item 9.01. | Financial Statements and Exhibits. |
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits
The exhibit listed in the Exhibit Index below is filed as part of this report.
Exhibit Index
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.
HUDSON GLOBAL, INC. (Registrant) | |||
By: | /s/ PATRICK LYONS | ||
Patrick Lyons | |||
Chief Financial Officer and Chief Accounting Officer | |||
(Principal Financial Officer and Principal Accounting Officer) | |||
Dated: | September 19, 2017 | ||
14 September 2017
STRICTLY PRIVATE AND CONFIDENTIAL
The Directors
Hudson Global Resources Ltd
12th Floor
1325 Avenue of the Americas
New York NY 10019
Dear Sirs,
Re: The Receivables Finance Agreement dated 1st August 2014.
We are writing to you in connection with the above mentioned Receivables Finance Agreement. Under the terms of that Agreement there is provided inter alia as follows;
Type of Facility: | Confidential Sterling Invoice Discounting |
Applicable Operating Conditions: | Parts I, II, III and IV |
Review Limit: | £11,500,000.00 (CORE FACILITY) |
£500,000.00 (WIP PERM) | |
Annual Minimum Fee: | £50,000.00 per annum |
Special Terms: | Month end facility head-room to be a minimum of £2,000,000.00 |
All Special Terms in the RFA will still apply | |
NOTWITHSTANDING the foregoing the terms of the Receivables Finance Agreement shall be varied as follows;
Type of Facility: | Confidential Sterling Invoice Discounting |
Applicable Operating Conditions: | Parts I, II, III and IV |
Review Limit: | £9,500,000.00 (CORE FACILITY) |
£500,000.00 (WIP PERM) | |
Annual Minimum Fee: | £75,000.00 per annum |
Arrangement Fee: | £5,000.00 |
Special Terms: | Month end facility head-room to be a minimum of £1,500,000.00 |
All Special Terms in the RFA will still apply | |
The above is subject to a 12 month agreement from the date the above amendments are effective after which time the notice period in your Operating Conditions will apply.
Will you kindly sign the attached copy of this letter in acknowledgement of your agreement to the variation, which will become effective immediately.
Yours faithfully
/s/ Darren Brown
Darren Brown
Client Manager
Authorised on behalf of
Hudson Global Resources Limited
/s/ Alexis de Bretteville | 15 September 2017 |
Director | Date |
Lloyds Bank Commercial Finance Ltd. Registered in England and Wales No. 733011.
Registered Office: No. 1, Brookhill Way, Banbury, Oxfordshire, OX16 3EL.
Lloyds Bank Commercial Finance Ltd is part of Lloyds Banking Group and is not authorised or regulated by the Prudential Regulation Authority or the Financial Conduct Authority