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| RPM > SEC Filings for RPM > Form 8-K on 5-Mar-2009 | All Recent SEC Filings |
5-Mar-2009
Entry into a Material Definitive Agreement, Financial Statements and Ex
Amendment No. 3 to Amended and Restated Receivables Purchase Agreement
On February 27, 2009, RPM International Inc. (the "Company") entered into an amendment (the "Amendment") to its Amended and Restated Receivables Purchase Agreement, dated as of May 10, 2006, with RPM Funding Corporation, Victory Receivables Corporation, Variable Funding Capital Company LLC, The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, and Wachovia Bank, National Association, as Administrative Agent (the "Receivables Purchase Agreement"). Under the Receivables Purchase Agreement, "Delinquency Ratio" measures the percentage of receivables subject to the Receivables Purchase Agreement that are at any time 61 to 90 days past due. If, as of any calendar month end, the average of the Delinquency Ratios for the three months then most recently ended exceeds a specified percentage, an Amortization Event will occur under the Receivables Purchase Agreement. Pursuant to the terms of the Amendment, the parties agreed to increase this specified percentage from 2.75% to 3.00%. Accordingly, as a result of the Amendment, an Amortization Event (as defined in the Receivables Purchase Agreement) may be triggered if, as of the end of any calendar month, the average of the Delinquency Ratios for the three months then most recently ended exceeds 3.00%.
The Amendment contains customary representations and warranties made by the Company. The Company's representations and warranties are primarily concerned with the Company's corporate powers and Receivables Purchase Agreement compliance. The Company further represented that each of the representations and warranties made by the Company in Section 5.1 of the Receivables Purchase Agreement (other than Section 5.1(m) thereof) was true and correct on and as of the date of the Amendment.
(d) Exhibits.
Exhibit Number Description
10.1 Amendment No. 3 to Amended and Restated Receivables Purchase Agreement, dated February 27, 2009.
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