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| PLI > SEC Filings for PLI > Form 8-K on 12-May-2009 | All Recent SEC Filings |
12-May-2009
Entry into a Material Definitive Agreement, Other Events
On May 12, 2009, Proliance International, Inc. (the "Company") entered into the
Thirtieth Amendment (the "Thirtieth Amendment") of the Credit and Guaranty
Agreement (as amended prior to May 12, 2009, the "Agreement") by and among the
Company and certain domestic subsidiaries of the Company, as guarantors, the
lenders party thereto from time to time (collectively, the "Lenders"), Silver
Point Finance, LLC ("Silver Point"), as administrative agent for the Lenders,
collateral agent and as lead arranger, and Wells Fargo Foothill, LLC ("Wells
Fargo"), as a lender and borrowing base agent for the Lenders.
Pursuant to the Thirtieth Amendment, and upon the terms and subject to the
conditions thereof, the Waiver Reserve which was established in the amount of
$0, will be increased to $7,250,000 on the earliest of (x) the occurrence of an
Event of Default, other than any Prospective Event of Default, as defined in the
Agreement, and (y) May 19, 2009. In addition, the Forbearance, granted in the
Twenty Second Amendment, which was due to expire on May 15, 2009 was extended
until May 19, 2009.
The foregoing description of the Thirtieth Amendment does not purport to be
complete and is qualified in its entirety by reference to the Thirtieth
Amendment, a copy of which is filed as Exhibit 10.1 hereto, and incorporated
herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
Item 1.01 of this Current Report on Form 8-K is hereby incorporated by
reference.
(a) At a meeting held on May 7, 2009, the stockholders of Proliance International, Inc. (the "Company") approved an amendment to the certificate of incorporation of the Company increasing the authorized common stock of the Company from 47,500,000 shares to 125,000,000 shares. Holders of over 66% of the Company's outstanding stock voted in favor of the amendment. A Certificate of Amendment of Amended and Restated Certificate of Incorporation effecting the increase in authorized common stock was filed with the Delaware Secretary of State on May 7, 2009. The foregoing description of the certificate of amendment to the Company's certificate of incorporation does not purport to be complete and is qualified in its entirety by reference to the Certificate of Amendment to Amended and Restated Certificate of Incorporation of the Company, a copy of which is filed as Exhibit 3.1 hereto and incorporated herein by reference. Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. The following exhibit is attached to this Current Report on Form 8-K:
3.1 Certificate of Amendment of Amended and Restated Certificate of Incorporation of Proliance International, Inc. dated May 7, 2009.
10.1 Thirtieth Amendment to Credit Agreement dated May 12, 2009.
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