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RXN > SEC Filings for RXN > Form 8-K on 19-Apr-2012All Recent SEC Filings

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Form 8-K for REXNORD CORP


19-Apr-2012

Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligatio


Item 1.01 Entry into a Material Definitive Agreement

On April 18, 2012, Rexnord Corporation's (the "Company") subsidiaries, Chase Acquisition I, Inc., RBS Global, Inc. ("RBS Global"), Rexnord LLC, and the subsidiaries of RBS Global that are guarantors under the Second Restated Credit Agreement referred to below entered into an Incremental Assumption Agreement with Credit Suisse AG, as administrative agent and the financial institutions party thereto as increasing revolving lenders, relating to the Second Amended and Restated Credit Agreement (the "Second Restated Credit Agreement"), dated as of March 15, 2012. The Incremental Assumption Agreement, which is contemplated by the Second Restated Credit Agreement, increased the amount of the existing revolving credit commitments under the Second Restated Credit Agreement by $85.0 million, from $180.0 million to $265.0 million. The foregoing description does not purport to be complete and is qualified in its entirety by reference to the full text of the Incremental Assumption Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.



Item 2.03 Creation of a Direct Financial Obligation.

The information set forth under Item 1.01 above is incorporated by reference into this Item 2.03.



Item 8.01 Other Events.

Redemption

On April 17, 2012, the Company's subsidiaries, RBS Global and Rexnord LLC (in this Item 8.01, RBS Global and Rexnord LLC are collectively referred to as the "Issuers") completed a full redemption (the "Redemption") of all of the Issuers' 11.75% senior subordinated notes due 2016 (the "11.75% Notes") that were outstanding under the indenture, dated as of July 21, 2006, among the Issuers, Chase Merger Sub, Inc., the guarantors named therein and Wells Fargo Bank, National Association, as trustee (as amended or supplemented, the "11.75% Notes Indenture"). The Issuers paid an aggregate of approximately $325.0 million, which consisted of $300.0 million aggregate principal amount of 11.75% Notes, plus early redemption premiums of $17.6 million and accrued interest of $7.4 million. Upon the Redemption, the 11.75% Notes Indenture was discharged in accordance with its terms, except for certain obligations of the Issuers to the trustee.

Guarantee

In addition, on April 17, 2012, the Company entered into a second supplemental indenture (the "Supplemental Indenture"), dated as of April 17, 2012, to the indenture dated as of April 28, 2010, with respect to the Issuers' 8.50% senior notes due 2018 (the "8.50% Notes"), among the Issuers, the guarantors named therein and Wells Fargo Bank, National Association, as trustee (as amended or supplemented, the "8.50% Notes Indenture"). Pursuant to the Supplemental Indenture, the Company fully and unconditionally guaranteed the 8.50% Notes.



Item 9.01 Financial Statements and Exhibits.
(d) Exhibits

Exhibit No.   Description                                             Filed Herewith
4.1           Second Supplemental Indenture with respect to the             X
              8.50% Senior Notes due 2018, by and among Rexnord
              Corporation, RBS Global, Inc., Rexnord LLC, the
              Guarantors listed therein Wells Fargo Bank, National
              Association, dated as of April 17, 2012.
10.1          Incremental Assumption Agreement, dated as of April           X
              18, 2012 relating to the Second Amended and Restated
              Credit Agreement dated as of March 15, 2012, among
              Chase Acquisition I, Inc., RBS Global, Inc., Rexnord
              LLC, the lenders party thereto from time to time and
              Credit Suisse AG, as administrative agent.


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