Welcome to our dedicated page for Comtech Telecommunications Cp SEC filings (Ticker: CMTL), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Reading Comtech Telecommunications Corp.’s disclosures can feel like decoding satellite telemetry. Troposcatter acronyms, NG911 build-outs, and multi-year defense contract schedules are scattered across hundreds of pages, making it tough to spot what drives CMTL’s valuation.
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Magnetar Financial LLC, Magnetar Capital Partners LP, Supernova Management LLC and David J. Snyderman filed Amendment No. 8 to Schedule 13D for Comtech Telecommunications (CMTL) dated 21 Jul 2025. Through the conversion of 147,232.96 Series B-3 preferred shares at $7.99 per common share, the group could hold 20,955,989.74 common shares, equal to 41.62 % of outstanding stock, but actual conversions are capped at 9.99 % of shares outstanding.
Item 4: On the same date Comtech executed Amendment No. 2 to its Subordinated Credit Agreement creating a $35 million incremental priority subordinated unsecured term loan facility. Key terms: (i) interest is paid-in-kind monthly; (ii) rate equals the greater of the highest rate on senior term loans or Term SOFR + 10.5 %; (iii) facility ranks senior to existing subordinated loans and carries no make-whole premium.
The amendment also (1) suspends testing of fixed-charge coverage, net-leverage and minimum-EBITDA covenants until the four-quarter period ending 31 Jan 2027, (2) lowers minimum quarterly average liquidity to $15 million, and (3) resets minimum EBITDA hurdles to $26-32 million for FY 2027 onward. It further allows a specified asset disposition and requires new management incentive and retention programs.
The facility boosts near-term liquidity and covenant flexibility but introduces high-cost PIK debt and potential dilution from sizable convertible preferred ownership.
White Hat Capital group filed Amendment No. 4 to its Schedule 13D on Comtech Telecommunications (CMTL) dated 21 Jul 2025. The group – six affiliated funds plus principals David J. Chanley and Mark R. Quinlan – now reports beneficial ownership of up to 4.81 million shares, or 9.99 % of the 29.4 million shares outstanding. Holdings include 4.40 million shares issuable on conversion of Series B-3 preferred stock and 54,655 RSUs. A 9.99 % “Blocker” in the preferred certificate prevents further conversions that would push ownership above that threshold.
The disclosure responds to the issuer’s Amendment No. 2 to its Subordinated Credit Agreement executed 21 Jul 2025, which materially revises the capital structure:
- Introduces a $35 million incremental priority subordinated unsecured term loan (extended by lenders other than White Hat) that ranks senior to existing subordinated loans.
- Interest accrues paid-in-kind monthly at the greater of the senior term-loan rate or Term SOFR + 10.5 %; no make-whole premium.
- Suspends fixed-charge coverage, net-leverage and minimum EBITDA covenant tests until the four-quarter period ending 31 Jan 2027.
- Lowers minimum quarterly average liquidity to $15 million (from $17.5 million).
- Resets stepped minimum EBITDA covenant: $26 m (Q4 FY27) rising to $32 m from Q4 FY27 onward.
- Permits a specified asset disposition and requires management incentive/retention plans.
No share transactions were effected by the reporting persons in the past 60 days.
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