Nautilus 2009 Annual Report Download - page 66

Table of Contents
This annual report does not include an attestation report of the company’s registered public accounting firm regarding internal control over
financial reporting. Management’s report was not subject to attestation by the company’s registered public accounting firm pursuant to
temporary rules of the Securities and Exchange Commission that permit the Company to provide only management’
s report in this annual report.
Changes In Internal Control Over Financial Reporting
There were no material changes in our internal control over financial reporting during the fourth quarter of 2009.
Item 9B. Other Information
Given the timing of the event, the following information is included in this Form 10-K pursuant to Item 1.01 of Form 8-K “Entry into a Material
Definitive Agreement” in lieu of filing a Form 8-K.
On March 8, 2010 we entered into a new loan agreement (the “New Loan Agreement”) with Bank of the West, providing for a $15.0 million
revolving secured credit line. The New Loan Agreement is available for working capital, standby letters of credit and general corporate purposes
through September 2012, assuming we satisfy certain terms and conditions at the time borrowings are requested.
The interest rate on any future borrowings under the New Loan Agreement will be based on the bank’s prime rate or LIBOR, based on our
financial condition at the time we elect to borrow. The New Loan Agreement includes a fee for the unused portion of the credit facility, which
fee will vary depending on our borrowing base availability. Borrowings under the New Loan Agreement are collateralized by substantially all of
our assets pursuant to the terms of a Security Agreement and certain other agreements related to security in our intellectual property assets. The
New Loan Agreement contains customary covenants, including, but not limited to, covenants relating to minimum current ratio, minimum
liquidity, minimum EBITDA and limitations on capital expenditures, mergers and acquisitions, indebtedness, liens, dispositions, dividends, and
investments. The New Loan Agreement includes customary events of default.
The above is only a summary of the New Loan Agreement and is qualified in its entirety by reference to the full text of the New Loan
Agreement included filed as Exhibit 10.30 to this Form 10-K and to the Security Agreement filed as Exhibit 10.31 to this Form 10-K.
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