UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On July 31, 2025, Applied Optoelectronics, Inc. (the “Company”) entered into a Loan and Security Agreement (the “Credit Facility”) with BOKF, NA dba BOK Financial, as agent for secured parties. The Credit Facility provides the Company with a three-year, $35 million revolving line of credit. The Credit Facility includes an accordion feature that allows the Company to request additional lender commitments in an aggregate amount not to exceed $40 million (for a total aggregate amount of $75 million) pursuant to certain conditions. Borrowings under the Credit Facility will be used for general working capital purposes and business operations.
The Company's obligations under the Credit Facility will be secured by substantially all of the Company's assets excluding assets of the Company’s foreign subsidiaries. As defined in the Loan and Security Agreement, borrowings under the Revolving Advances will bear interest at a rate equal to Term Secured Overnight Financing Rate (SOFR) plus 0.10% and the Applicable Margin, and on all other Obligations at the same rate unless otherwise agreed. The Company will make monthly payments of accrued interest, and the principal shall be repaid upon maturity.
The Credit Facility requires the Company to maintain certain financial covenants and contains representations and warranties, and events of default applicable to the Company that are customary for agreements of this type.
The foregoing description of the Credit Facility does not purport to be a complete statement of the parties’ rights and obligations under the Credit Facility and is qualified in its entirety by reference to the full text of the Loan and Security Agreement and Revolving Note, dated July 31, 2025, copies of which are attached as Exhibit 10.1 and 10.2 to this Current Report on Form 8-K and 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 contained in Item 1.01 of this Current Report on Form 8-K with respect to the Credit Facility is incorporated by reference herein and made a part hereof.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| 10.1 | Loan and Security Agreement, dated July 31, 2025, between Applied Optoelectronics, Inc. and BOKF, NA dba BOK Financial. |
| 10.2 | Revolving Note, dated July 31, 2025, between Applied Optoelectronics, Inc. and BOKF, NA dba BOK Financial. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
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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.
| Date: August 6, 2025 | APPLIED OPTOELECTRONICS, INC. |
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| By: | /s/ David C. Kuo | ||
| Name: | David C. Kuo |
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| Title: | Senior Vice President and Chief Legal Officer | ||
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