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): April 29, 2004
NAVISITE, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 000-27597 52-2137343
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
400 Minuteman Road
Andover, Massachusetts 01810
(Address of Principal Executive Offices) (Zip Code)
(978) 682-8300
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.
On April 29, 2004, NaviSite, Inc. ("NaviSite") entered into a Second Loan
Modification Agreement, by and among Silicon Valley Bank, NaviSite, ClearBlue
Technologies Management, Inc., Avasta, Inc., Conxion Corporation and Intrepid
Acquisition Corp. The agreement amended NaviSite's accounts receivable financing
agreement, as amended, with Silicon Valley Bank, among other things, to: (i)
increase the maximum borrowing level from $12.8 million to $20.4 million; and
(ii) extend the term until April 29, 2006. The current balance outstanding under
the amended agreement is approximately $9 million, following a payment on May
3, 2004 of $7 million.
Under the amended agreement, borrowings are based on monthly recurring
revenues. NaviSite is required to prepare and deliver a written request for an
advance of up to three times the value of total recurring monthly revenues,
calculated to be monthly revenues (including revenues from New York State
Department of Labor) less professional services revenues. Silicon Valley Bank
may then provide an advance of 85% of such value (or such other percentage as
the bank may determine). The interest rate under the amended agreement is
variable and is currently calculated at the bank's published "prime rate" plus
four percent. Following the completion of certain equity or debt financings, and
provided NaviSite continues to meet certain ratios under the amended agreement,
the interest rate shall be reduced to the bank's prime rate plus one percent. In
no event, however, will the bank's prime rate be less than 4.25%.
The foregoing description of the agreement to amend NaviSite's accounts
receivable financing agreement, as amended, does not purport to be complete and
is qualified in its entirety by reference to the full text of the Second Loan
Modification Agreement, which is filed as an exhibit to this Form 8-K and is
incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
The exhibits listed in the Exhibit Index immediately preceding such
exhibits are filed with this report.
SIGNATURE
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.
NaviSite, Inc.
By: /s/ James W. Pluntze
--------------------------------
Date: May 3, 2004 James W. Pluntze
Chief Financial Officer
(Principal Financial and
Accounting Officer)
EXHIBIT INDEX
Exhibit No. Description
----------- -----------
10.1 Second Loan Modification Agreement, dated as of April 29, 2004,
by and among Silicon Valley Bank, NaviSite, Inc., ClearBlue
Technologies Management, Inc., Avasta, Inc., Conxion Corporation
and Intrepid Acquisition Corp.