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HY > SEC Filings for HY > Form 8-K on 7-Dec-2012All Recent SEC Filings

Show all filings for HYSTER-YALE MATERIALS HANDLING, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for HYSTER-YALE MATERIALS HANDLING, INC.


7-Dec-2012

Entry into a Material Definitive Agreement, Financial Statem


Item 1.01. Entry Into a Material Definitive Agreement.
On December 3, 2012, Hyster-Yale Materials Handling, Inc. ("Hyster-Yale") and certain of its subsidiaries, entered into Amendment No. 4 (the "Facility Amendment") to the second amended and restated credit agreement among Hyster-Yale, NACCO Materials Handling Group, Inc. ("NMHG"), NACCO Materials Handling Limited, NACCO Materials Handling B.V., N.M.H. International B.V., N.M.H. Holding B.V., the Requisite Lenders party thereto and Citicorp North America, Inc., as Administrative Agent for the Lenders and Issuing Banks (the "Facility"). In addition, on December 3, 2012, NMHG and certain subsidiaries and affiliates of NMHG, as guarantors, entered into the First Amendment ("Credit Agreement Amendment" and together with the "Facility Amendment", the "Amendments") to Credit Agreement, among NMHG, as Borrower, Certain Subsidiaries and Affiliates of Borrower identified therein, as the Guarantors, Bank of America, N.A., as Administrative Agent, and the other lenders party thereto (the "Credit Agreement").
As a result of the Amendments, the definition of Fixed Charge Coverage Ratio was amended to exclude the December 2012 Dividend, which is defined in the Amendments as a one-time dividend expected to be paid by Hyster-Yale to its shareholders during the month of December 2012, in an amount not to exceed the lower of $2.00 per share and $34.0 million, from the calculation of Restricted Payments in both the Facility and Credit Agreement. In addition, the Amendments created an additional tier of minimum availability thresholds, as defined in the Amendments, which eliminates the Fixed Charge Coverage Ratio compliance requirement on a pro forma basis to make certain dividends, repurchases of equity interests and repayment obligations under the Credit Agreement, so long as as the Lowest Thirty Day Availability, as defined in the Amendments, is greater than or equal to thirty percent of the aggregate commitments, as defined in the Amendments. Under the terms of the Amendments, if the minimum availability threshold, as defined in the Amendments, is between twenty percent and thirty percent, the Fixed Charge Coverage Ratio would need to be met to make certain dividends, repurchases of equity interests and repayment obligations under the Credit Agreement.
The Amendments are listed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and are hereby incorporated into this Item 1.01 by reference. The foregoing summary of each of these agreements is qualified in its entirety by reference to the full text of such exhibits. Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Exhibit Description
10.1        Amendment No. 4 to the Second Amended and Restated Credit Agreement,
            dated as of December 3, 2012, by and among Hyster-Yale Materials
            Handling, Inc., NACCO Materials Handling Group, Inc., NACCO Materials
            Handling Limited, NACCO Materials Handling B.V., N.M.H. International
            B.V., N.M.H. Holding B.V., the Requisite Lenders party thereto and
            Citicorp North America, Inc., as Administrative Agent for the Lenders
            and Issuing Banks.
10.2        First Amendment to Credit Agreement, dated December 3, 2012, among
            NACCO Materials Handling Group, Inc., as Borrower, Certain
            Subsidiaries and Affiliates of Borrower identified therein, as the
            Guarantors, Bank of America, N.A., as Administrative Agent, and the
            other lenders party thereto.




Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Exhibit Description
10.1        Amendment No. 4 to the Second Amended and Restated Credit Agreement,
            dated as of December 3, 2012, by and among Hyster-Yale Materials
            Handling, Inc., NACCO Materials Handling Group, Inc., NACCO Materials
            Handling Limited, NACCO Materials Handling B.V., N.M.H. International
            B.V., N.M.H. Holding B.V., the Requisite Lenders party thereto and
            Citicorp North America, Inc., as Administrative Agent for the Lenders
            and Issuing Banks.
10.2        First Amendment to Credit Agreement, dated December 3, 2012, among
            NACCO Materials Handling Group, Inc., as Borrower, Certain
            Subsidiaries and Affiliates of Borrower identified therein, as the
            Guarantors, Bank of America, N.A., as Administrative Agent, and the
            other lenders party thereto.

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