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): July 11, 2008
The Sherwin-Williams Company
(Exact Name of Registrant as Specified in Charter)
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Ohio
(State or Other Jurisdiction
of Incorporation)
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1-04851
(Commission File Number)
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34-0526850
(IRS Employer Identification No.) |
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101 Prospect Avenue, N.W.
Cleveland, Ohio
(Address of Principal Executive Offices)
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44115
(Zip Code) |
(216) 566-2000
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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| Item 1.02. |
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Termination of a Material Definitive Agreement. |
On July 11, 2008, The Sherwin-Williams Company (“Sherwin-Williams”) terminated its $500
million accounts receivable securitization borrowing facility. The facility was entered into
effective February 1, 2006 pursuant to (a) a Purchase and Contribution Agreement (the “Purchase
Agreement”), dated as of February 1, 2006, between Sherwin-Williams and SWC Receivables Funding LLC
(“SWC”) and (b) a Loan and Servicing Agreement (as amended, the “Servicing Agreement”), dated as of
February 1, 2006, among Sherwin-Williams, as servicer; SWC, as borrower; CIESCO, LLC, as conduit
lender; Citicorp North America, Inc., as program agent; and the lenders party thereto. The
facility enabled SWC to borrow up to $500 million secured by the granting of a security interest in
certain eligible accounts receivable and related security. The facility had a scheduled commitment
termination date of February 20, 2009. There were no outstanding borrowings under the facility at
the time it was terminated. Sherwin-Williams incurred no early termination penalties as a result
of the termination.
The Purchase Agreement and the Servicing Agreement were filed as Exhibits 4(a) and 4(b),
respectively, to Sherwin-Williams’ Current Report on Form 8-K, dated February 1, 2006.
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| Item 2.02. |
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Results of Operations and Financial Condition. |
On July 17, 2008, Sherwin-Williams issued a press release announcing its financial results for
the second quarter ended June 30, 2008 and certain other information. A copy of this press release
is furnished with this Report as Exhibit 99 and is incorporated herein by reference.
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| Item 9.01. |
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Financial Statements and Exhibits. |
(d) Exhibits.
The following Exhibit is furnished with this Report:
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Exhibit Description |
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99 |
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Press Release of The Sherwin-Williams Company, dated July 17, 2008. |
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