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USTR > SEC Filings for USTR > Form 8-K on 25-Jan-2013All Recent SEC Filings

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Form 8-K for UNITED STATIONERS INC


25-Jan-2013

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


Item 1.01 Entry into a Material Definitive Agreement

On January 18, 2013, United Stationers Inc.'s (the "Company") wholly-owned subsidiaries United Stationers Supply Co. ("USSC"), United Stationers Financial Services LLC ("USFS") and United Stationers Receivables, LLC ("USR") entered into a Second Omnibus Amendment to Transaction Documents (the "Omnibus Amendment") with Bank of America, National Association ("Bank of America") and PNC Bank, National Association ("PNC Bank"). The Omnibus Amendment amended the Company's accounts receivables securitization program. Under the securitization program, one or more investors provide financing to USR that USR then uses to purchase accounts receivables originated by USSC. The financing provided by the investor(s) is secured by a security interest in USSC's receivables purchased by USR.

The Omnibus Amendment:

• Appointed PNC Bank to replace Bank of America as Class Agent, Alternate Investor and Agent, as those terms are defined in the Transfer and Administration Agreement, dated as of March 3, 2009, among USSC, USFS, USR and Bank of America (as amended, the "Transfer Agreement");

• Assigned from Bank of America to PNC Bank all of Bank of America's rights and obligations as an Alternate Investor under the Transfer Agreement, including the commitment of Bank of America to invest up to $150,000,000 in USSC's receivables; and

• Increased the maximum amount of financing PNC Bank is obligated to make from $150,000,000 to $200,000,000.

Also on January 18, 2013, USSC, USFS, USR and PNC Bank entered into an Amended and Restated Transfer and Administration Agreement (the "Amended and Restated Transfer Agreement") that amended and restated the Transfer Agreement in its entirety. The Amended and Restated Transfer Agreement extended the term of the securitization program through January 18, 2016 and revised and clarified the borrowing base and certain conditions to financings under the Transfer Agreement.

This summary does not purport to be complete, and is qualified in its entirety by reference to the Omnibus Amendment and the Amended and Restated Transfer Agreement, which are filed with this Form 8-K.

PNC Bank is a lender under the Third Amended and Restated Five-Year Revolving Credit Agreement among USSC, as borrower, the Company, as a credit party, and JPMorgan Chase Bank, National Association, as Administrative Agent.



Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

The information under Item 1.01 is incorporated herein by reference.



Item 9.01 Financial Statements and Exhibits.

The following exhibits are filed herewith:

10.1*     Second Omnibus Amendment to Transaction Documents, dated as of
          January 18, 2013, between United Stationers Supply Co., United
          Stationers Receivables, LLC, United Stationers Financial Services LLC,
          Bank of America, National Association, and PNC Bank, National
          Association

10.2*     Amended and Restated Transfer and Administration Agreement, dated as of
          January 18, 2013, between United Stationers Supply Co., United
          Stationers Receivables, LLC, United Stationers Financial Services LLC,
          and PNC Bank, National Association


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