Item 1.01 Entry into a Material Definitive Agreement.
Advanced Energy Industries, Inc ("we", "us", "our", or the "Company") entered
into a Credit Line Account Agreement (the "Credit Line Agreement") with UBS Bank
USA ("UBS Bank") dated as of April 30, 2009 that became effective on June 2,
2009 upon the receipt of signature pages from UBS Bank. The Credit Line
Agreement provides us with an uncommitted, demand revolving line of credit (an
intended "no net cost loan") of $21.0 million, as determined by UBS Bank in its
sole discretion, that is secured by our auction rate securities that we have
pledged as collateral.
UBS Bank may, upon our request, make one or more advances to us. The interest
expense that we pay on the no net cost loan is not expected to exceed the
interest income that we receive on the auction rate securities that we have
pledged to UBS Bank as security for the no net cost loan and which reside in our
collateral account. If the payments on our auction rate securities are not
sufficient to pay the accrued interest on such advances before a due date, UBS
Bank may, in its sole discretion (1) capitalize unpaid interest as an additional
advance or (2) require us to make payment of all accrued and unpaid interest.
UBS Bank may demand full or partial payment of the no net cost loan, at its sole
option and without cause, at any time. UBS Bank may, at any time, in its
discretion, terminate and cancel the no net cost loan. If at any time UBS Bank
exercises its right of demand under certain sections of the Credit Line
Agreement, then UBS Financial Services Inc. or one of its affiliates shall
provide, as soon as reasonably possible, alternative financing on substantially
the same terms and conditions as those under the Credit Line Agreement and UBS
Bank agrees that the Credit Line Agreement shall remain in full force and effect
until such time as such alternative financing has been established.
The above mentioned summary of the Credit Line Agreement is described in its
entirety by the copies of the Credit Line Agreement, the Addendum to Credit Line
Account Application and Agreement, the Addendum to Credit Line Agreement, and
the Important Notice on Interest Rates and Payments attached hereto respectively
as Exhibits 10.1, 10.2, 10.3 and 10.4, each of which is incorporated herein by
reference.
Item 2.03 Creation of a Direct Financial Obligation under an Off-Balance Sheet
Arrangement of a Registrant.
The information set forth under Item 1.01, "Entry into a Material Definitive
Agreement," is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) The following exhibit is furnished pursuant to Item 1.01.
10.1 Credit Line Agreement, executed by Advanced Energy Industries, Inc. on
April 30, 2009, by and between Advanced Energy Industries, Inc. and UBS
Bank USA.
10.2 Addendum to Credit Line Account Application and Agreement, executed by
Advanced Energy Industries, Inc. on April 30, 2009, by and among
Advanced Energy Industries, Inc., UBS Bank USA and UBS Financial
Services Inc.
10.3 Addendum to Credit Line Agreement, executed by Advanced Energy
Industries, Inc. on April 30, 2009, by and between Advanced Energy
Industries, Inc. and UBS Bank USA.
10.4 Important Notice on Interest Rates and Payments, executed by Advanced
Energy Industries, Inc. on April 30, 2009, by and between Advanced
Energy Industries, Inc. and UBS Bank USA.