StableX Technologies, Inc. — Capital/Financing Update 2012

May 8, 2012

8-K 1 form8k.htm WPCS INTERNATIONAL INC FORM 8-K form8k.htm Licensed to: MDM Worldwide Solutions, Inc. Document Created using EDGARizerAgent 5.4.2.0 Copyright 1995 - 2009 Thomson Reuters. All rights reserved.

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): May 3, 2012

WPCS INTERNATIONAL INCORPORATED

(Exact name of registrant as specified in its charter)

Delaware	0-26277	98-0204758
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

One East Uwchlan Avenue, Suite 301, Exton, PA 19341

(Address of principal executive offices and zip code)

Registrant’s telephone number, including area code: (610) 903-0400

Copy of correspondence to:

Marc J. Ross, Esq.

Thomas A. Rose, Esq.

James M. Turner, Esq.

Sichenzia Ross Friedman Ference LLP

61 Broadway

New York, New York 10006

Tel: (212) 930-9700 Fax: (212) 930-9725

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))

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ITEM 1.01 Entry Into a Material Definitive Agreement.

On May 3, 2012, WPCS International Incorporated (the “ Company ”) and its United States based subsidiaries (the “ Subsidiaries ”) entered into a first amendment to loan and security agreement (the “ Amendment ”) with Sovereign Bank, N.A. (“ Sovereign ”) pursuant to which the loan and security agreement, dated as of January 27, 2012 by and among Sovereign, the Company and the Company’s Subsidiaries (the “ Credit Agreement ”), was amended. Pursuant to the Amendment, the Company and Sovereign agreed that:

1. The maximum available funds pursuant to the revolving line of credit was reduced from $12 million to $6.5 million;

2. The interest rate applicable to revolving loans under the Credit Agreement was changed from LIBOR plus an interest margin initially of 2.75% to Sovereign’s prime rate plus 2%;

3. The Company was granted an extension until July 2, 2012 to close accounts held at another financial institution, provided, however, that such accounts are prohibited from having more a balance in excess of $20,000 at any time; and

4. The Company paid an amendment fee of $25,000 and reimbursed Sovereign for costs and expenses incurred as a result of the Amendment.

ITEM 9.01 Financial Statements and Exhibits.

(d) Exhibits.

10.01 First Amendment to Loan and Security Agreement, dated May 3, 2012, by and among WPCS International Incorporated, WPCS International – Suisun City, Inc., WPCS International – Seattle, Inc., WPCS International – Portland, Inc., WPCS International – Hartford, Inc., WPCS International – Lakewood, Inc., WPCS International – Trenton, Inc. and Sovereign Bank, N.A.

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SIGNATURE

Pursuant to the requirement of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

/s/ JOSEPH HEATER
Joseph Heater
Chief Financial Officer

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