Item 1.01 Entry into a Material Definitive Agreement

As previously disclosed, on August 25, 2021, Ranor, Inc. ("Ranor"), a wholly owned subsidiary of TechPrecision Corporation (the "Company"), along with certain affiliates of the Company, entered into that certain Amended and Restated Loan Agreement (the "Amended and Restated Loan Agreement") with Berkshire Bank under which, among other things, Berkshire Bank (i) continued a term loan made to Ranor in the original principal amount of $2,850,000 (the "Ranor Term Loan") and (ii) provided a revolving line of credit loan to such affiliates in the maximum principal amount of $5,000,000 (the "Revolver Loan"). Under the Amended and Restated Loan Agreement and related loan documents, the Ranor Term Loan had a maturity date of December 20, 2021. As previously disclosed on December 20, 2021, March 21, 2022, June 23, 2022 and September 19, 2022, Ranor and certain affiliates of the Company entered into successive amendments to the Amended and Restated Loan Agreement extending the maturity date of the Ranor Term Loan, ultimately to December 15, 2022. On December 23, 2022, Ranor and certain affiliates of the Company entered into a Fifth Amendment to Amended and Restated Loan Agreement, Fifth Amendment to Promissory Note and First Amendment to Second Amended and Restated Promissory Note (the "Amendment").

Effective as of December 20, 2022, the Amendment, among other things (i) extends the maturity date of the Ranor Term Loan to December 15, 2027, (ii) extends the maturity date of the Revolver Loan from December 20, 2022 to December 20, 2023, (iii) increases the interest rate on the Ranor Term Loan from 5.21% to 6.05% per annum, (iv) decreases the monthly payment on the Ranor Term Loan from $19,260.46 to $16,601.89, (v) replaces LIBOR as an option for the benchmark interest rate for the Revolver Loan with SOFR, (vi) replaces LIBOR-based interest pricing conventions with SOFR-based pricing conventions, including benchmark replacement provisions, and (vii) solely with respect to the fiscal quarter ending December 31, 2022, lowers the debt service coverage ratio from at least 1.2 to 1.0 to 1.1 to 1.0.

Other than in respect of the Amended and Restated Loan Agreement, the promissory notes made thereunder, the related security and guaranty documents and the previously disclosed past borrowing relationship, there is no material relationship between Ranor, the Company and the other affiliates of the Company party thereto, on the one hand, and Berkshire Bank, on the other hand. The description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached hereto as Exhibit 10.1 and is incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits






(d)    Exhibits



Exhibit
Number          Description

  10.1*           Fifth Amendment to Amended and Restated Loan Agreement, Fifth
                Amendment to Promissory Note and First Amendment to Second
                Amended and Restated Promissory Note, effective as of December
                20, 2022, by and among Ranor, Inc., Stadco New Acquisition, LLC,
                Stadco, Westminster Credit Holdings, LLC and Berkshire Bank
104             Cover Page Interactive Data File (the cover page XBRL tags are
                embedded within the inline XBRL document).

* Pursuant to Item 601(a)(5) of Regulation S-K, certain schedules and attachments have been omitted. A copy of any omitted schedule or attachment will be furnished supplementally to the Securities and Exchange Commission upon request.

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