Entry into a Material Definitive Agreement · Termination of a Material Definitive Agreement · Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
Item 1.01 Entry into a Material Definitive Agreement. On October 30, 2026, Applied Optoelectronics, Inc. (the “Company”) entered into a Credit Agreement (the “New Credit Facility”) among the Company, the lenders party thereto and East West Bank, as administrative agent for the secured parties. The New Credit Facility replaces the Prior Credit Facility (as defined below).…
Filed Nov 4, 2026Accepted Nov 4, 2026, 5:03 PM ESTCIK 1158114Accession 0001683168-26-008310
Applied Optoelectronics, Inc. (AOI) is a leading developer and manufacturer of advanced optical and Hybrid Fiber-Coax (HFC) networking products that are the building blocks for AI datacenters, CATV and broadband fiber access networks around the world. AOI supplies this critical infrastructure to tier-one customers across cloud computing, CATV broadband, telecom, and FTTH markets. The company has R&D facilities in Atlanta, GA, and engineering and manufacturing facilities at its corporate headquarters in Sugar Land, TX, as well as in Taipei, Taiwan and Ningbo, China. For additional information, visit www.ao-inc.com. # # #
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Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On October 30, 2026, Applied
Optoelectronics, Inc. (the “Company”) entered into a Credit Agreement (the “New Credit Facility”) among the Company,
the lenders party thereto and East West Bank, as administrative agent for the secured parties. The New Credit Facility replaces the Prior
Credit Facility (as defined below).
The New Credit Facility provides
the Company with $30 million in revolving commitments and $170 million in initial term loan commitments. The New Credit Facility has a
scheduled maturity date of October 30, 2030, and includes a feature that allows the Company to request incremental term loan commitments
in an aggregate amount not to exceed $50 million pursuant to certain conditions. The proceeds of the term loans may be used to purchase
or refinance eligible equipment. Borrowings under the revolving loan may be used for working capital and general corporate purposes.
The Company's obligations
under the New Credit Facility will be secured by substantially all of the Company's assets, including certain subsidiary equity, subject
to customary exclusions. At the Company’s option, borrowings under the New Credit Facility will accrue interest based on either
(i) an alternate base rate (“ABR”) plus the applicable rate (“ABR Loan”) or (ii) the Term Secured Overnight Financing
Rate (“Term SOFR”), plus 0.10%, plus the applicable rate (“SOFR Loan”). The applicable rate for SOFR Loans is between
2.50% and 3.25%, and the applicable rate for ABR Loans is between 1.25% and 1.75%, and in each case, based on the consolidated senior
leverage ratio.
Interest on SOFR Loans is
payable on the last day of each applicable interest period (and, in the case of any interest period of more than three months’ duration,
on each day prior to the last day of such interest period that occurs at three-month intervals after the first day of such interest period).
Interest on ABR Loans is payable quarterly. In addition, the initial term loans amortize quarterly in an amount equal to 3.5714% of the
aggregate outstanding amount of the initial term loans on the last day of the initial term loan availability period.
The New 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 New Credit Facility does not purport to be a complete statement of the parties’ rights and obligations under the New Credit
Facility and is qualified in its entirety by reference to the full text of the New Credit Facility, dated October 30, 2026, a copy of
which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.
Item 1.02Item 1.02 - Termination of Material Agreement
Item 1.02 Termination of Material Definitive Agreement.
On October 29, 2026, in connection with the Company’s
entry into the New Credit Facility, the Company terminated the Loan and Security Agreement, dated July 31, 2025 (the “Prior Credit
Facility”), by and among the Company, the lenders party thereto and BOKF, NA dba BOK Financial, as administrative agent for the
lenders. The Company paid a $350,000 termination fee in connection with the termination of the Prior Credit Facility. The Prior Credit
Facility was set to mature on July 31, 2028, and, as of October 29, 2026, the Company had unused revolving commitments of $35 million
thereunder.
Item 2.03Item 2.03 - Creation of Direct Financial Obligation
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 New Credit Facility is incorporated by reference herein and made a
part hereof.