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| CMC > SEC Filings for CMC > Form 8-K on 15-Jun-2009 | All Recent SEC Filings |
15-Jun-2009
Entry into a Material Definitive Agreement
(ii) change the definition of "Credit Enhancement Floor" to mean, with respect to any Settlement Date, the sum of (a) twenty percent (20%), plus (b) the sum of the percentage for each Dilution Factor determined by multiplying the Expected Dilution for such Dilution Factor by the Dilution Horizon for such Dilution Factor;
(iii) change the definition of "Credit Loss Reserve" to mean, with respect to
any Settlement Date, the product, expressed as a percentage, of (a) 2.5,
(b) the Loss Ratio as of such Settlement Date and (c) the Loss Horizon
Ratio as of such Settlement Date;
(iv) change the definition of "Dilution Reserve" to mean, as of any Settlement Date with respect to any type of Dilution Factor, the product of (a) the sum of (1) 2.5 times the Expected Dilution with respect to such type of Dilution Factor as of such Settlement Date, plus (2) the product of (A) the positive result, if any, of the Dilution Spike Ratio with respect to such type of Dilution Factor as of such Settlement Date, minus such Expected Dilution, and (B) a fraction, the numerator of which is such Dilution Spike Ratio and the denominator of which is such Expected Dilution, and (b) the Dilution Horizon Ratio with respect to such type of Dilution Factor as of such Settlement Date;
(v) change the definition of "Eligible Receivable" to require that each "Eligible Receivable" (a) is either not subject to a contractual right of set-off or subject to a contractual right of set-off, the actual amount of which can at all times be (1) expressly determined and (2) tracked in a manner that would permit all adjustments, calculations and reporting requirements set forth in the RPA to be performed, (b) has an Obligor whose Defaulted Receivables have an aggregate Account Balance (as defined in the RPA without giving effect to the exclusion of Defaulted Receivables set forth therein) that constitutes no more than twenty-five percent (25%) of the aggregate Account Balance of such Obligor's Receivables, and (c) is, if it is originated by Howell Metal Company, d/b/a CMC Howell Metal, either (1) not subject to any volume rebate or any volume discount, or (2) subject to a volume rebate or volume discount, the actual amount of which can at all times be (A) expressly determined and (B) tracked in a manner that would permit all adjustments, calculations and reporting requirements set forth in the RPA to be performed;
(vi) change the definition of "Expiration Date" from June 12, 2009 to December 18, 2009;
(vii) change the definition of "Gotham Maximum Net Investment" from $100,000,000 to $50,000,000, subject to further adjustment pursuant to the RPA;
(viii) change the definition of "Liberty Maximum Net Investment" from $100,000,000 to $50,000,000, subject to further adjustment pursuant to the RPA; and
(ix) remove CMC Dallas Trading (formerly Dallas Trading Division) from the definition of "Operating Divisions".
In addition, the Amendment also:
(i) removed the final proviso in Section 5.06 of the RPA which provided that
the Deferred Purchase Price, with respect to any day during the period of
time from April 24, 2009 to, but excluding, May 26, 2009, would be
increased by the Portfolio Performance Reserve; and
(ii) revised Sections 10.01(r) and 10.01(s) of the RPA to provide that a
"Termination Event" shall occur in the event that the average Default
Ratio for any three (3) consecutive Accounting Periods is greater than two
percent (2%) or in the event that the average Dilution Ratio for any three
(3) consecutive Accounting Periods is greater than three and a half
percent (3.5%).
The Amendment is filed as Exhibit 10.1 to this Form 8-K and is incorporated
by reference. The description of the material terms of the Amendment is
qualified in its entirety by reference to such exhibit.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
The following exhibit is furnished with this Form 8-K.
10.1 Amendment to the Second Amended and Restated Receivables Purchase
Agreement, dated June 12, 2009, among CMC Receivables Inc., the
Company, Liberty Street Funding LLC, Gotham Funding Corporation, The
Bank of Nova Scotia and The Bank of Tokyo-Mitsubishi UFJ, LTD., New
York Branch.
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