UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): January 16, 2009
PROLIANCE INTERNATIONAL, INC.
(Exact Name of Registrant as Specified in its Charter)
| |
|
|
|
|
| Delaware
|
|
1-13894
|
|
34-1807383 |
| (State or Other Jurisdiction of
|
|
(Commission File Number)
|
|
(IRS Employer Identification |
| Incorporation)
|
|
|
|
No.) |
| |
|
|
100 Gando Drive
New Haven, Connecticut
(Address of Principal Executive Offices)
|
|
06513
(Zip Code) |
Registrant’s telephone number, including area code: 203-401-6450
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):
| |
o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| |
| |
o |
|
Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a–12) |
| |
| |
o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d–2(b)) |
| |
| |
o |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e–4(c)) |
| |
TABLE OF CONTENTS
Item 1.01 Entry into a Material Definitive Agreement.
On January 16, 2009, Proliance International, Inc. (the “Company”) entered into the
Sixteenth Amendment (the “Sixteenth Amendment”) of the Credit and Guaranty Agreement (as
amended prior to January 16, 2009, the “Agreement”) by and among the Company and certain
domestic subsidiaries of the Company, as guarantors, the lenders party thereto from time to time
(collectively, the “Lenders”), Silver Point Finance, LLC (“Silver Point”), as
administrative agent for the Lenders, collateral agent and as lead arranger, and Wells Fargo
Foothill, LLC (“Wells Fargo”), as a lender and borrowing base agent for the Lenders.
Pursuant to the Sixteenth Amendment, and upon the terms and subject to the conditions thereof, the
reduction of the Southaven Insurance Proceeds Reserve from $5,000,000 to $2,500,000, contained in
Section 2.23 of the Agreement, has been extended from January 20, 2009 to February 6, 2009. In
addition, the requirement in Section 5.13 of the Agreement to have interest rate protection by
January 31, 2009, was extended to February 27, 2009.
The foregoing description of the Sixteenth Amendment does not purport to be complete and is
qualified in its entirety by reference to the Sixteenth Amendment, a copy of which is filed as
Exhibit 10.1 hereto, and incorporated herein by reference.
|
|
|
| Item 2.03 |
|
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant. |
Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit is attached to this Current Report on Form 8-K:
| |
|
|
10.1
|
|
Sixteenth Amendment to Credit Agreement dated January 16, 2009. |