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): June 28, 2006
RELIV’
INTERNATIONAL, INC.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or
other jurisdiction of incorporation)
|
1-11768
|
37-1172197
|
|
(Commission
File Number)
|
(IRS
Employer Identification
No.)
|
| |
|
|
136
Chesterfield Industrial
Boulevard
|
Chesterfield,
Missouri
63005
|
|
(Address
of principal executive
offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (636)
537-9715
Not
applicable
(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 (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))
| Item
2.03 |
Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a
Registrant.
|
On
June
28, 2006, Registrant entered into a new revolving loan arrangement with
Southwest Bank of St. Louis, Missouri (the “Bank”). The new arrangement has an
effective date of April 30, 2006 and replaces the prior revolving loan
arrangement between Registrant and the Bank. Under the new arrangement, the
Bank
agreed to provide a line of credit for Registrant in the amount of $5,000,000,
reduced from $15,000,000 under the prior arrangement. The new arrangement was
negotiated and entered into by Registrant in light of Registrant’s public
offering completed in April 2006, which resulted in net proceeds to Registrant
of approximately $12,000,000.
The
term
of the new arrangement, and loans made on the line, expire on April 30, 2008.
During the term of the arrangement, so long as Registrant is not in default
under any terms of the loan agreement, Registrant may request advances under
the
line up to an aggregate total amount of $5,000,000. Interest accrues on the
outstanding principal balance at a variable interest rate based on LIBOR, the
initial rate being LIBOR + 1.25% with the rate changing in relation to the
ratio
of Total Debt to EBITDA. Accrued interest is payable on a monthly basis. The
aggregate outstanding balance of principal and interest is due and payable
on
April 30, 2008.
The
loan
is secured by all tangible and intangible assets of Registrant and also by
a
mortgage on the real estate of Registrant located in Chesterfield, Missouri.
Under the loan arrangement, Registrant has agreed to financial covenants under
which Registrant will (i) maintain at all times a tangible net worth of not
less
than $10,500,000 and (ii) maintain at all times a ratio of Total Funded Debt
to
EBITDA of not greater than 3.5 to 1.
Registrant
has agreed to pay a commitment fee in an amount equal to 0.25% per year of
the
average daily unused portion of the commitment amount.
To
date,
Registrant has not received any advances under this revolving loan
arrangement.
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.
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RELIV’ INTERNATIONAL, INC. |
| |
|
| Date: June 30, 2006 |
By:
/s/
Steven D. Albright |
| |
Steven
D. Albright
|
| |
Chief
Financial
Officer
|