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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):
June 26, 2025
Applied Optoelectronics, Inc.
(Exact name of registrant as specified
in its charter)
| Delaware |
001-36083 |
76-0533927 |
(State of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
13139
Jess Pirtle Blvd.
Sugar
Land, Texas 77478
(Address
of principal executive offices and zip code)
(281) 295-1800
(Registrant’s telephone number, including
area code)
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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class |
Trading Symbol(s) |
Trading
Name of each exchange on which registered |
| Common
Stock, Par value $0.001 |
AAOI |
NASDAQ
Global Market |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
¨
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
| Item 1.01 |
Entry into a Material Definitive Agreement. |
On June 26, 2025, Global Technology, Inc. ( “Global
Technology”), a wholly owned subsidiary of Applied Optoelectronics, Inc., entered into a five-year revolving credit line agreement,
totaling 162,260,000 RMB (the “Credit Line”), as well as a related security agreement (the “Security Agreement”),
with China Construction Bank Co., Ltd., in Ningbo City, China ( the “Bank”). Borrowing under the Credit Line will be used
for general corporate and capital investment purposes.
Global Technology may draw on the Credit Line at
any time from June 26, 2025 through June 26, 2030. The amount available under the Credit Line is inclusive of prior credit facilities
previously granted by the Bank. Each draw is subject to a separate application and approval by the Bank and will bear interest equal to
the Bank’s commercial banking interest rate effective on the day of the applicable draw.
Global Technology’s obligations under the
Credit Line will be secured by real property owned by Global Technology and mortgaged to the Bank pursuant to the terms of the Security
Agreement. The Credit Line and Security Agreement contain rights and obligations, representations and warranties, and events of default
applicable to Global Technology that are customary for agreements of this type.
The foregoing description of the Credit Line and
Security Agreement do not purport to be a complete statement of the parties’ rights and obligations under the agreements and is
qualified in its entirety by reference to the full text of the Maximum Loan (Credit) Contract (Credit Line Agreement) and Maximum Mortgage
Contract (Security Agreement), English translations of which are attached as Exhibit 10.1 and 10.2 to this Current Report on Form 8-K
and are incorporated by reference herein.
| 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 Amendment is incorporated by reference herein and made a part hereof.
| Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits
| 10.1 | Translation of the Maximum Loan (Credit) Contract (Credit Line Agreement), dated June 26, 2025, between Global Technology, Inc. and China Construction Bank Co., Ltd. |
| 10.2 | Translation of the Maximum Mortgage Contract (Security Agreement), dated June 26, 2025, between Global Technology, Inc. and China Construction Bank Co., Ltd.
|
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
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.
| Date: July 1, 2025 |
APPLIED OPTOELECTRONICS, INC. |
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By: |
/s/ DAVID C. KUO |
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Name: |
DAVID C. KUO |
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Title: |
Senior Vice President and Chief Legal Officer |
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