Item 1.01 Entry into a Material Definitive Agreement.
Amendment to Loan Agreement
Coffee Holding Co., Inc. (the "Company") and its wholly owned subsidiary Organic
Products Trading Company LLC ("OPTCO," and together with the Company the
"Borrowers") are party to a Amended and Restated Loan and Security Agreement, as
amended (the "Loan Agreement"), dated April 25, 2017, by and among the Borrowers
and Webster Bank ("Lender").
As of October 31, 2022, the Company was not in compliance with certain covenants
which constituted events of default under the Loan Agreement ("Events of
Default"). On March 15, 2023, Borrowers entered into the Ninth Loan Modification
Agreement (the "Amendment") with the Lender which amended the Loan Agreement to
waive the foregoing Events of Default. The Amendment, among other things: (i)
requires for subordination agreements to be executed with the Lender prior to
the issuance of any subordinate debt of the Company, if necessary, (ii) allows
for transactions with Affiliates (as defined in the Loan Agreement) in the
ordinary course of business, (iii) establishes a new debt to tangible net worth
ratio covenant, and (iv) establishes a fixed charge coverage ratio covenant.
Other than as modified above, the terms of the Loan Agreement remain in full
force and effect.
The foregoing summary of the terms of the Amendment is not intended to be
complete and is qualified in its entirety by the terms of the Amendment, a copy
of which will be filed as an exhibit to the Company's next periodic report.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
As of March 15, 2023, the Amendment constitutes a direct financial obligation of
the Company, the material terms of which are described above under Item 1.01 and
are incorporated herein by reference.
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