Item 1.01 Entry into a Material Definitive Agreement.
On June 22, 2009, Proliance International, Inc. (the "Company") entered into the
Thirty-Sixth Amendment (the "Thirty-Sixth Amendment") of the Credit and Guaranty
Agreement (as amended prior to June 22, 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 Thirty-Sixth Amendment, and upon the terms and subject to the
conditions thereof, the Waiver Reserve expiration due to occur on June 22, 2009
was extended until June 26, 2009. In addition, the Forbearance, granted in the
Twenty-Second Amendment, which was due to expire on June 22, 2009, was extended
until June 26, 2009.
The foregoing description of the Thirty-Sixth Amendment does not purport to be
complete and is qualified in its entirety by reference to the Thirty-Sixth
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.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit is attached to this Current Report on Form 8-K:
10.1 Thirty-Sixth Amendment to Credit Agreement dated June 22, 2009.