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) September 1, 2016
 
ZOOM TELEPHONICS, INC.
(Exact Name Of Registrant As Specified In Its Charter)
 
Delaware
(State or Other Jurisdiction of Incorporation)
 
  000-53722
  04-2621506
  (Commission File Number)
  (I.R.S. Employer Identification No.)
                                                                                 
99 High Street, Boston, MA
02110
(Address of Principal Executive Offices)(Zip Code)
 
(617) 423-1072
(Registrant’s Telephone Number, Including Area Code)
 
 
(Former Name or Former Address, if Changed Since Last Report)
 
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):
 
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 
 
 
Item 1.01 Entry into a Material Definitive Agreement.
On September 1, 2016, Zoom Telephonics, Inc. (“Zoom”) entered into an amendment (the “Amendment”) to the Financing Agreement with Rosenthal & Rosenthal, Inc. dated December 18, 2012 (the “Agreement”). Effective as of September 1, 2016, the Amendment increases the maximum available line of credit under the Agreement from $2.5 million to $3.0 million.
A copy of the Amendment is attached as Exhibit 10.1 to this Current Report on Form 8-K. The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, which is incorporated by reference.
Item 8.01. Other Events.
 
On September 7, 2016, Zoom issued a press regarding the Amendment.  A copy of the press release is furnished hereto as Exhibit 99.1, and is incorporated herein by reference.
 
The information in Item 8.01 of this Current Report on Form 8-K (including Exhibit 99.1) is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise be subject to the liabilities of that section. The information in this Item 8.01 (including Exhibit 99.1) shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
 
Item 9.01 Financial Statements and Exhibits.
(d)  Exhibits
 
Exhibit Number
 
Exhibit Description
 
 
 
 
Amendment to Financing Agreement, dated September 1, 2016, between Zoom Telephonics, Inc. and Rosenthal & Rosenthal, Inc.
 
 
 
 
Press Release issued by Zoom Telephonics, Inc., dated September 7, 2016.
 
 
 
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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.
 
 
 
ZOOM TELEPHONICS, INC.
 
 
 
 
 
Dated: September 8, 2016
By:  
/s/ Frank Manning
 
 
 
Frank Manning
 
 
 
President, Chief Executive Officer and Acting Chief Financial Officer
 
 
 
 
 
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EXHIBIT INDEX
 
 
 
 
Exhibit Number
 
Exhibit Description
 
 
 
 
Amendment to Financing Agreement, dated September 1, 2016, between Zoom Telephonics, Inc. and Rosenthal & Rosenthal, Inc.
 
 
 
 
Press Release issued by Zoom Telephonics, Inc., dated September 7, 2016.
 
 
 
 
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  EXHIBIT 10.1
 
 
 
EXHIBIT 99.1
 
 
 
 
Zoom ® Telephonics Announces Expanded Line of Credit
 
 
Boston, MA, September 7, 2016 – Zoom Telephonics, Inc. (“Zoom”) (OTCQB: ZMTP), a leading producer of cable modems and other communications products, announced that it has increased its maximum credit facility with Rosenthal & Rosenthal, Inc. to $3.0 million. The other terms and conditions of the financing agreement between Zoom and Rosenthal & Rosenthal remain in effect.
 
Frank Manning, President and CEO of Zoom Telephonics, stated, “The expansion of our line of credit provides us with additional liquidity and financial flexibility as we execute our growth plan. We appreciate the good relationship we have with Rosenthal & Rosenthal.”
 
About Zoom Telephonics
 
Founded in 1977 in Boston, Zoom Telephonics, Inc. designs, produces, markets, and supports modems and other communication products under the Motorola, Zoom, and Hayes® brands. For more information about Zoom and its products, please see www.zoomtel.com.
 
MOTOROLA and the Stylized M Logo are trademarks or registered trademarks of Motorola Trademark Holdings, LLC. and are used under license.
 
Forward-looking Statements
 
This release contains forward-looking information relating to Zoom’s plans, expectations, and intentions. Actual results may be materially different from expectations as a result of known and unknown risks, including: the potential need for additional funding which Zoom may be unable to obtain; declining demand for certain of Zoom’s products; delays, unanticipated costs, interruptions or other uncertainties associated with Zoom’s production and shipping; Zoom’s reliance on several key outsourcing partners; uncertainty of key customers’ plans and orders; risks relating to product certifications; Zoom’s dependence on key employees; uncertainty of new product development, including budget overruns, project delays, and the risk that newly introduced products may contain undetected errors or defects or otherwise not perform as anticipated; costs and senior management distractions due to patent-related matters; and other risks set forth in Zoom’s filings with the Securities and Exchange Commission. Zoom cautions readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. Zoom expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any such statements to reflect any change in Zoom’s expectations or any change in events, conditions or circumstance on which any such statement is based.