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MLM > SEC Filings for MLM > Form 8-K on 27-Apr-2009All Recent SEC Filings

Show all filings for MARTIN MARIETTA MATERIALS INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for MARTIN MARIETTA MATERIALS INC


27-Apr-2009

Entry into a Material Definitive Agreement, Creation of a Direct Fi


Item 1.01. Entry into a Material Definitive Agreement
On April 21, 2009, the Corporation entered into a $100,000,000 three-year secured accounts receivable credit facility (the "AR Credit Facility") with Wells Fargo Bank, N.A. ("Wells Fargo"). The AR Credit Facility provides for borrowings, on a revolving basis, of up to 90% of the Corporation's eligible accounts receivable less than 90 days old and bears interest at a rate equal to the one-month LIBOR plus 2.75%. Under the AR Credit Facility, purchases and settlements will be made bi-weekly between the Corporation and Wells Fargo. Upon the terms and subject to the conditions in the AR Credit Facility, Wells Fargo may determine which receivables are eligible receivables, may determine the amount it will advance on such receivables, and may require the Corporation to repay advances made on receivables and thereby repay amounts outstanding under the AR Credit Facility. Wells Fargo also has the right to require the Corporation to repurchase receivables that remain outstanding 90 days past their invoice date. The AR Credit Facility requires the Corporation's ratio of consolidated debt to consolidated earnings before interest, taxes, depreciation, depletion and amortization (EBITDA) for the trailing twelve months (the "Ratio") to not exceed 3.25 to 1.00 as of the end of any fiscal quarter, provided that the Corporation may exclude from the Ratio debt incurred in connection with acquisitions for a period of 180 days so long as the Corporation maintains specified ratings on its long-term unsecured debt and the Ratio calculated without such exclusion does not exceed 3.50 to 1.00. The Corporation continues to be responsible for the servicing and administration of the receivables. The AR Credit Facility is filed as Exhibit 10.01 hereto and is incorporated herein by reference, and the description of the AR Credit Facility contained herein is qualified in its entirety by the terms of the AR Credit Facility. On April 23, 2009, the Corporation entered into a $130,000,000 unsecured term loan with SunTrust Bank, as Administrative Agent, Branch Banking and Trust Company, as Syndication Agent, Northern Trust Company, as Documentation Agent, and a syndicate of banks (the "Term Loan"). The Term Loan bears interest, at the Corporation's option, at rates based upon LIBOR or a base rate, plus, for each rate, basis points related to a pricing grid. The base rate is defined as the highest of (i) the bank's prime lending rate, (ii) the Federal Funds rate plus 0.5% and (iii) one-month LIBOR plus 1%. The Term Loan requires quarterly principal payments of $1.625 million through March 31, 2011 and $3.25 million thereafter, with the remaining outstanding principal due in full on June 6, 2012. The Term Loan requires the Corporation's ratio of consolidated debt to consolidated earnings before interest, taxes, depreciation, depletion and amortization (EBITDA) for the trailing twelve months (the "Ratio") to not exceed 3.25 to 1.00 as of the end of any fiscal quarter, provided that the Corporation may exclude from the Ratio debt incurred in connection with acquisitions for a period of 180 days so long as the Corporation maintains specified ratings on its long-term unsecured debt and the Ratio calculated without such exclusion does not exceed 3.50 to 1.00.
The Term Loan is filed as Exhibit 10.02 hereto and is incorporated herein by reference, and the description of the Term Loan contained herein is qualified in its entirety by the terms of the Term Loan.




Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant The information required by Item 2.03 is included under Item 1.01 "Entry into a Material Definitive Agreement" and that information is incorporated herein by reference.




Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
10.01   $100,000,000 Accounts Purchase Agreement dated as of April 21, 2009
        between Martin Marietta Materials, Inc. and Wells Fargo Bank, N.A.

10.02   $130,000,000 Term Loan dated Agreement as of April 23, 2009 among Martin
        Marietta Materials, Inc., SunTrust Bank, as Administrative Agent and a
        syndicate of banks


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