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| AHC > SEC Filings for AHC > Form 8-K on 2-Feb-2009 | All Recent SEC Filings |
2-Feb-2009
Entry into a Material Definitive Agreement, Financial Statements and Exhibits
On January 30, 2009, A. H. Belo Corporation entered into an amendment and
restatement of its existing Credit Agreement dated as of February 4, 2008 with
JPMorgan Chase Bank, N.A., J.P. Morgan Securities Inc., Banc of America
Securities LLC, Bank of America, N.A. and certain other lenders party thereto
(the "Amended and Restated Credit Agreement"). The Amended and Restated Credit
Agreement is effective as of January 30, 2009 and extends the maturity of the
credit facility through April 30, 2011. The Amended and Restated Credit
Agreement provides for a $50 million working capital facility that is subject to
a borrowing base. Among other matters, the Amended and Restated Credit Agreement
creates an asset-based revolving credit facility secured by the Company's
accounts receivable, inventory, and real property and other assets; sets pricing
at LIBOR plus a spread of 375 basis points; establishes minimum quarterly
adjusted EBITDA covenant requirements in 2009; establishes a fixed charge
covenant ratio in 2010 of 1.0 to 1.0; allows capital expenditures and
investments of up to $16 million per year in total; allows the Company to pay
dividends when the Company's fixed charge coverage ratio exceeds 1.2 to 1.0 and
the aggregate availability under the credit facility exceeds $15 million; and
contains other covenants and restrictions, including those which have
limitations on indebtedness, liens, and asset sales. In connection with the
Amended and Restated Credit Agreement, the Company and each of its subsidiaries
have entered into an Amended and Restated Pledge and Security Agreement granting
a security interest in all personal property and other assets now owned or
thereafter acquired. In addition, the Amended and Restated Credit Agreement
requires certain of the Company's subsidiaries to enter into mortgages or deeds
of trust granting liens on certain specified real property.
The full text of the Amended and Restated Credit Agreement and the Amended and
Restated Security and Pledge Agreement are filed as Exhibits 10.1 and 10.2
hereto respectively and are incorporated herein by reference. A copy of the
press release announcing the entry into the amendment and restatement is posted
on the Company's Web site (www.ahbelo.com) in the Investor Relations section,
and a copy of the press release is furnished with this report as Exhibit 99.1.
Item 8.01. Other Events.
On January 30, 2009, A. H. Belo Corporation's Chief Executive Officer, Robert Decherd, sent a letter to A. H. Belo employees discussing further Company initiatives in light of the continued deterioration in U.S. economic conditions. A copy of the employee letter is posted on the Company's Web site (www.ahbelo.com) in the Investor Relations section, and a copy is furnished with this report as Exhibit 99.2.
(d) Exhibits.
10.1 Amended and Restated Credit Agreement dated as of January 30, 2009
10.2 Amended and Restated Pledge and Security Agreement dated as of
January 30, 2009
99.1 Press Release dated January 30, 2009
99.2 A. H. Belo Corporation Employee Letter dated January 30, 2009
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Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: February 2, 2009 A. H. BELO CORPORATION
By: /s/ Alison K. Engel Alison K. Engel Senior Vice President/Chief Financial Officer and Treasurer
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