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Nortech Systems Incorporated entered into a Waiver and Amendment No. 4 to its Credit Agreement with Bank of America on February 27, 2026. Bank of America waived financial covenant defaults tied to the company’s consolidated leverage ratio, fixed charge coverage ratio, and consolidated EBITDA for the quarter ended December 31, 2025.
The amendment revises key credit terms, including borrowing base mechanics, financial covenants with new EBITDA thresholds, revolving commitment levels, and an increase in the applicable borrowing rate. The company reports ongoing operating benefits from earlier restructuring and is negotiating a new asset-backed lending facility, which it expects to close in the near term.
Nortech Systems Incorporated furnished an update on its recent performance by referencing a news release titled “Nortech Systems Reports Third Quarter Results.” The release covers the company’s consolidated results and financial condition for the third quarter ended September 30, 2025.
The news release, dated November 13, 2025 and attached as Exhibit 99.1, contains the detailed financial and operating results, while this report serves to formally provide that information to the market.
Nortech Systems (NSYS) filed its Q3 2025 10‑Q, showing net sales of $30.5 million versus $31.4 million a year ago. Gross margin improved to 16.5% from 12.2%, lifting operating results to $0.9 million of operating income from a prior‑year loss. The quarter ended with a net loss of $0.1 million, compared with a $0.7 million loss last year.
Year‑to‑date, net sales were $88.1 million versus $99.5 million, with operating income of $0.1 million and a net loss of $1.1 million. Aerospace and Defense softness and plant transfers weighed on revenue, while Medical Imaging grew. The 90‑day backlog rose to $31.3 million, up 17.8% from the start of the quarter, and total backlog was $77.3 million. Cash was $1.3 million, and the line of credit balance was $12.0 million, classified as current. Management noted that the revolver maturing on August 31, 2026 initially raised substantial doubt under accounting guidance, but term sheets and a refinancing plan alleviated that doubt. Operating cash flow used was $2.9 million for the first nine months.
Nortech Systems Incorporated reported a planned board transition. Director Debarati Sen notified the company she will not stand for re‑election for the 2026–2027 term and will continue to serve through the annual meeting in May 2026. The company stated her decision was not the result of any disagreement regarding operations, policies, or practices.
This update reflects routine board refreshment disclosed under Item 5.02 of Form 8‑K and does not change the company’s day‑to‑day operations.
Nortech Systems Incorporated reported that Senior Vice President, Global Operations John Lindeen has notified the company of his intention to retire and resign. The company stated that his resignation is not due to any disagreement with its operations, policies, or procedures, indicating a planned transition rather than a dispute.
Lindeen will continue serving as Senior Vice President, Global Operations for the remainder of 2025 and into the first quarter of 2026 to support continuity. Nortech Systems has begun a search for a permanent replacement to lead its global operations after his departure.