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| LM > SEC Filings for LM > Form 8-K on 1-Dec-2008 | All Recent SEC Filings |
1-Dec-2008
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sh
As discussed in Item 1.01(a) above, which disclosure is incorporated herein by reference, on November 21, 2008, the Company and the Bank amended and restated the TRS. Under the amended TRS, the Company will pay to the Bank any losses (including losses incurred through a sale of the securities) the Bank incurs from its ownership of specified underlying securities and a return on the price paid for the securities equal to the LIBOR rate plus 200 basis points, and the Bank will pay to the Company any interest or other amounts it receives on the securities in excess of the price it paid for the securities. The maximum future amount that the Company could be required to pay under the TRS would be $337 million, the purchase price the Bank paid for the underlying securities as adjusted for subsequent repayments, plus financing costs.
As discussed in Item 1.01(c) above, which disclosure is incorporated herein by reference, the Company has entered into the LRP CSA with LRP. The maximum future amount that the Company could be required to pay under the LRP CSA would be the $135 million aggregate contribution amount.
As discussed in Item 1.01(d) above, which disclosure is incorporated herein by reference, the Company has amended two existing capital support agreements with LRP. The maximum future amount that the Company could be required to pay under the Amended LRP CSAs would be the $925 million aggregate contribution amount.
As discussed in Item 1.01(e) above, which disclosure is incorporated herein by reference, the Company has amended three capital support agreements with WAMMF. The maximum future amount that the Company could be required to pay under the Amended WAMMF CSAs would be the $285 million aggregate contribution amount.
As discussed in Item 1.01(f) above, which disclosure is incorporated herein by reference, the Company has amended two capital support agreements with WAIMMF. The maximum future amount that the Company could be required to pay under the Amended WAIMMF CSAs would be the $60 million aggregate contribution amount.
As discussed in Item 1.01(g) below, which disclosure is incorporated herein by
reference, the Company has amended a capital support agreement with LMGF. The
maximum future amount that the Company could be required to pay under the
Amended LMGF CSA would be the $25 million aggregate contribution amount.
As of November 28, the Company's liquidity business had approximately $167.1 billion of assets under management. Of this amount, investments by money market funds in structured investment vehicles and other similar conduits represented approximately 1.7%. As discussed in the Company's earlier filings, the Company has previously taken steps to provide support for investments in securities issued by structured investment vehicles and other similar conduits by money market funds managed by a Company subsidiary, including by the Company or the Bank (as part of the TRS arrangements) acquiring certain securities from money market funds which acquired securities are not included in the numbers contained in the previous sentence. Attached hereto as Exhibit 99.1 and incorporated herein by reference is a press release discussing the actions disclosed herein and summarizing the Company's estimated charge to operating results to date during the quarter ending December 31, 2008 resulting from all of the support arrangements provided to date. Attached hereto as Exhibit 99.2 and incorporated herein by reference is a schedule summarizing the Company's estimated charges to operating results to date for the quarter ending December 31, 2008 and cumulatively for all periods resulting from each form of support the Company has provided to date.
(d) Exhibits
Exhibit No. Subject Matter
10.1 Amended and Restated Total Return Swap Transactions Agreement dated
November 20, 2008 between Legg Mason, Inc. and Barclays Bank PLC,
filed herewith
10.2 5-Year Revolving Credit Agreement, dated as of October 14, 2005,
between Legg Mason, Inc., as Borrower; Citibank, N.A., as
Administrative Agent; Citigroup Global Markets Inc., as Lead
Arranger and Book Manager; and Bank of America, N.A., JPMorgan Chase
Bank, N.A., The Bank of New York and Deutsche Bank AG New York
Branch, as Co-Syndication Agents; and the other banks thereto
(incorporated by reference to the Company's Current Report on Form
8-K for the event on October 14, 2005)
10.3 Amendment No. 1 to the 5-Year Revolving Credit Agreement, dated as
of January 3, 2008, between Legg Mason, Inc., as Borrower; Citibank,
N.A., as Administrative Agent; and the other banks thereto
(incorporated by reference to the Company's Current Report on Form
8-K for the event on January 3, 2008)
7
10.4 Amendment No. 2 to the 5-Year Revolving Credit Agreement, dated as
of January 3, 2008, between Legg Mason, Inc., as Borrower; Citibank,
N.A., as Administrative Agent; and the other banks thereto
(incorporated by reference to the Company's Current Report on Form
8-K for the event on January 3, 2008)
10.5 Amendment No. 3 to the 5-Year Revolving Credit Agreement, dated as
of April 9, 2008, between Legg Mason, Inc., as Borrower; Citibank,
N.A., as Administrative Agent; and the other banks thereto
(incorporated by reference to the Company's Current Report on Form
8-K for the event on May 6, 2008)
10.6 Amendment No. 4 to the 5-Year Revolving Credit Agreement, dated as
of May 7, 2008, between Legg Mason, Inc., as Borrower; Citibank,
N.A., as Administrative Agent; and the other banks thereto
(incorporated by reference to the Company's Current Report on Form
8-K for the event on May 6, 2008)
10.7 Amendment No. 5 to the 5-Year Revolving Credit Agreement, dated as
of November 21, 2008, between Legg Mason, Inc., as Borrower;
Citibank, N.A., as Administrative Agent; and the other banks
thereto, filed herewith
10.8 Term Loan Agreement, dated as of October 14, 2005, between Legg
Mason, Inc., as Borrower; Citibank, N.A., as Administrative Agent;
Citigroup Global Markets Inc., as Lead Arranger and Book Manager;
and Bank of America, N.A., JPMorgan Chase Bank, N.A., The Bank of
New York and Deutsche Bank AG New York Branch, as Co-Syndication
Agents; and the other banks thereto (incorporated by reference to
the Company's Current Report on Form 8-K for the event on October
14, 2005)
10.9 Amendment No. 1 to the Term Loan Agreement, dated as of January 3,
2008, between Legg Mason, Inc., as Borrower; Citibank, N.A., as
Administrative Agent; and the other banks thereto (incorporated by
reference to the Company's Current Report on Form 8-K for the event
on January 3, 2008)
10.10 Amendment No. 2 to the Term Loan Agreement, dated as of April 9,
2008, between Legg Mason, Inc., as Borrower; Citibank, N.A., as
Administrative Agent; and the other banks thereto (incorporated by
reference to the Company's Current Report on Form 8-K for the event
on May 6, 2008)
10.11 Amendment No. 3 to the Term Loan Agreement, dated as of May 7, 2008,
between Legg Mason, Inc., as Borrower; Citibank, N.A., as
Administrative Agent; and the other banks thereto (incorporated by
reference to the Company's Current Report on Form 8-K for the event
on May 6, 2008)
10.12 Amendment No. 4 to the Term Loan Agreement, dated as of November 21,
2008, between Legg Mason, Inc., as Borrower; Citibank, N.A., as
Administrative Agent; and the other banks thereto, filed herewith
10.13 $135 million Capital Support Agreement dated December 1, 2008, among
Legg Mason, Inc., LM Capital Company, LLC and the Liquid Reserves
Portfolio, a series of Master Portfolio Trust, filed herewith
8
10.14 Capital Support Agreement, dated March 31, 2008, between Legg Mason,
LM Capital Company, LLC and the Liquid Reserves Portfolio, a Series
of Master Portfolio Trust (incorporated by reference to Legg Mason's
Current Report on Form 8-K for the event on March 31, 2008)
10.15 Capital Support Agreement, dated March 31, 2008, between Legg Mason,
LM Capital Support III, LLC and the Liquid Reserves Portfolio, a
Series of Master Portfolio Trust (incorporated by reference to Legg
Mason's Current Report on Form 8-K for the event on March 31, 2008)
10.16 Master Amendment No. 1 to Capital Support Agreements, dated
September 18, 2008, between Legg Mason, Inc., LM Capital Company,
LLC, LM Capital Support I, LLC, LM Capital Support II, LLC, LM
Capital Support III, LLC, LM Capital Support IV, LLC and the Liquid
Reserves Portfolio, a Series of Master Portfolio Trust (incorporated
by reference to the Company's Quarterly Report on Form 10-Q for the
quarter ended September 30, 2008)
10.17 Master Amendment No. 2 to Capital Support Agreements, dated December
1, 2008, between Legg Mason, Inc., LM Capital Company, LLC, LM
Capital Support I, LLC, LM Capital Support II, LLC, LM Capital
Support III, LLC, LM Capital Support IV, LLC and the Liquid Reserves
Portfolio, a Series of Master Portfolio Trust, filed herewith
10.18 $125 million Capital Support Agreement dated June 30, 2008 among
Legg Mason, Inc., LM Capital Support V, LLC and the Western Asset
Money Market Fund (incorporated by reference to the Company's
Current Report on Form 8-K for the event on June 30, 2008)
10.19 $55 million Capital Support Agreement dated June 30, 2008 among Legg
Mason, Inc., LM Capital Support V, LLC and the Western Asset Money
Market Fund (incorporated by reference to the Company's Current
Report on Form 8-K for the event on June 30, 2008)
10.20 $20 million Capital Support Agreement dated June 30, 2008 among Legg
Mason, Inc., LM Capital Support V, LLC and the Western Asset Money
Market Fund, filed herewith
10.21 Master Amendment No. 1 to Capital Support Agreements, dated December
1, 2008, between Legg Mason, Inc., LM Capital Company, LLC, LM
Capital Support I, LLC, LM Capital Support II, LLC, LM Capital
Support III, LLC, LM Capital Support IV, LLC and Western Asset Money
Market Fund, a series of Legg Mason Partners Money Market Trust,
filed herewith
10.22 $20 million Capital Support Agreement dated June 30, 2008 among Legg
Mason, Inc., LM Capital Support V, LLC and the Western Asset
Institutional Money Market Fund, filed herewith
10.23 $20 million Capital Support Agreement dated June 30, 2008 among Legg
Mason, Inc., LM Capital Support V, LLC and the Western Asset
Institutional Money Market Fund, filed herewith
9
10.24 Master Amendment No. 1 to Capital Support Agreements, dated December
1, 2008 between Legg Mason, Inc., LM Capital Company, LLC, LM
Capital Support V, LLC and Western Asset Institutional Money Market
Fund, a series of Legg Mason Partners Institutional Trust, filed
herewith
10.25 Amended and Restated $20 million Capital Support Agreement dated
December 1, 2008 among Legg Mason, Inc., LM Capital Support V, LLC
and Legg Mason Global Funds plc, filed herewith
99.1 Press Release of Legg Mason, Inc. dated December 1, 2008, filed
herewith
99.2 Schedule of Quarter Ended December 31, 2008 and Cumulative Earnings
Impact of Money Market Fund Support, filed herewith
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