8-K 11/20/2006
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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) November
20,
2006
ADDVANTAGE
TECHNOLOGIES GROUP, INC.
(Exact
Name of Registrant as Specified in Its Charter)
Oklahoma
(State
or
Other Jurisdiction of Incorporation)
1-10799 73-1351610
(Commission File
Number) (IRS
Employer Identification No.)
1221
E. Houston, Broken
Arrow, Oklahoma
74012
(Address of Principal Executive
Offices)
(Zip Code)
(918)
251-9121
(Registrant’s
Telephone Number, Including Area Code)
(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):
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))
Item
1.01 Entry into a Material Definitive Agreement.
On
November 20th, the Company purchased real estate, consisting of an
office and warehouse facility located on ten acres in Broken Arrow, OK,
from
Chymiak Investments, L.L.C. for $3,250,000. The office and warehouse facility
is
currently being utilized as the Company’s corporate headquarters and the office
and warehouse of the subsidiary, Tulsat Corporation. A copy of the
Contract of Sale of Real Estate is attached as exhibit 10.1 to this current
report on Form 8-K and is incorporated herein by reference.
The
office and warehouse facility contains approximately 100,000
square feet of gross building area and was recently renovated and
modified for the specific use of the Company. Modifications included adding
several sections to the existing warehouse structure as well as adding
several
mezzanine structures inside the warehouse to create additional storage
and work
space. The third party real estate appraisal performed on the property
estimated
the market value of the land and facility at $3,450,000, excluding the
mezzanine
structures, additional lighting and other property improvements added for
the specific use of the Company.
Chymiak
Investments, L.L.C., is owned by David E. Chymiak, Chairman of the Company
and
Kenneth A. Chymiak, President and Chief Executive Officer of the Company.
The
Company continues to lease several properties from Chymiak Investments, L.L.C.
Item
2.03 Creation of a Direct Financial Obligation or
an Obligation under an Off-Balance Sheet Arrangement of a
Registrant.
On
November 20th, ADDvantage Technologies Group, Inc. executed the Third Amendment
to Revolving Credit and Term Loan Agreement with it’s primary financial lender,
Bank of Oklahoma. The Third Amendment renewed the $7,000,000 Revolving
Line of Credit and extends the maturity date on this line to September 30,
2007.
The Third Amendment also established a new $2,760,000 Term Note in the
Agreement.
The
$2,760,000 Term Note was executed to finance the purchase of the Company’s
new facility located in Broken Arrow, OK, previously discussed in Item
1.01. The new loan matures over fifteen years and payments are due monthly,
beginning December 31, 2006, at $15,334 plus accrued interest. Interest accrues
monthly at a calculated rate of 1.5% plus LIBOR.
The
Revolving Line of Credit and Term Loan Agreement also includes a Term Loan
Commitment of $8,000,000. This loan was used to finance the redemption of
the outstanding shares of the Company’s Series A Preferred Stock on September
30, 2004 and matures over five years ending September 30, 2009. The
Revolving Credit and Term Loan Agreement is incorporated by reference
to Exhibit 10.5 of the Company's 10-K filed December 22,
2004.
ITEM
9.01 Financial Statements and Exhibits.
(d) Exhibits.
The
following exhibit is furnished herewith:
10.1 Exhibit
10.1,
Contract of Sale of Real Estate
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.
ADDVANTAGE
TECHNOLOGIES GROUP, INC.
Date:
November 20, 2006
By:
/s/ Kenneth
A. Chymiak
Kenneth
A. Chymiak
President
and Chief Executive Officer
Exhibit
Index
Exhibit
Number Description
10.1 Exhibit
10.1, Contract of
Sale of Real Estate