2 unchanged sentences
These risks and uncertainties have the potential to affect our business, financial condition, results of operations, cash flows, strategies or prospects in a material and adverse manner.
−Removed: The acquisition of Microlab will affect both the Company ’
−Removed: s liquidity and its capital resources in the near future.
−Removed: As of January 31, 2022, we had a total of $13.5 million of cash and cash equivalents.
−Removed: On March 1, 2022, we purchased Microlab from Wireless Telecom Group, Inc.
−Removed: for $24,250,000, subject to certain post-closing adjustments.
−Removed: The Company funded $17 million of the cash purchase price from the funds obtained under the term loan it obtained from Bank of America, N.A.
−Removed: (the “Credit Facility Lender”) and paid the remaining amount of the cash purchase price with cash on hand.
−Removed: In order to acquire Microlab, we used $7.3 million of our cash on hand to pay a portion of the purchase price, thereby reducing the amount of cash available for future acquisitions, for investments in the expansion of our existing businesses and assets, or as a reserve for unanticipated financial requirements.
−Removed: The Company entered into a Loan Agreement to fund its acquisition of Microlab, which may expose the Company and its subsidiaries to additional risks, including risks associated with the inability to repay the loan on a timely basis.
−Removed: On February 25, 2022, the Company entered into a Loan Agreement with the Credit Facility Lender, which facility provides the Company with a $3 million revolving credit facility (the “Revolving Credit Facility”) and a $17 million term loan (the “Term Loan”, collectively with the “Revolving Credit Facility”, the “Credit Facility”).
−Removed: The Company borrowed the full $17 million amount available under the Term Loan in order to fund the purchase of Microlab.
−Removed: The maturity date of the Term Loan is March 1, 2027.
−Removed: Borrowings under the Credit Facility are guaranteed by the Company and certain of its subsidiaries and secured by all personal property of the Company and certain of its subsidiaries.
−Removed: The Credit Facility requires the maintenance of certain financial covenants, including:
−Removed: (i) consolidated debt to EBITDA ratio not to exceed 3.00 to 1.00;
−Removed: (ii) consolidated fixed charge coverage ratio of at least 1.25 to 1.00;
−Removed: and (iii) consolidated minimum EBITDA of at least $600,000 for the discrete quarter ending January 31, 2022.
−Removed: In addition, the Credit Facility contains customary affirmative and negative covenants.
−Removed: In the event that the Company is unable to pay its obligations on the Credit Facility on a timely basis, maintain the financial covenants under the Loan Agreement or otherwise defaults on its obligations under the Loan Agreement, the Credit Facility Lender will have a right to foreclose on personal property of the Company and certain of its subsidiaries.
Global economic conditions and any related impact on our supply chain and the markets where we do business could adversely affect our results of operations.
5 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.