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VTNC > SEC Filings for VTNC > Form 8-K on 19-Feb-2013All Recent SEC Filings

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Form 8-K for VITRAN CORP INC


19-Feb-2013

Entry into a Material Definitive Agreement, Financial Statements and Exhibits


Item 1.01 Entry into a Material Definitive Agreement.

Entry into a Material Definitive Agreement with Legacy SCO, Inc.

Vitran Corporation Inc. (the "Company" or "Vitran") has entered into an agreement dated February 12, 2013 with Legacy SCO Inc. ("Legacy"), an affiliate of Legacy Supply Chain, Inc., based in Portsmouth, New Hampshire, for the sale of the Company's Supply Chain Operation (SCO) division to Legacy for U.S. $97.0 million in cash, subject to certain working capital adjustments. Vitran intends to use a portion of the net proceeds from this transaction to fully reduce its outstanding debt under its senior revolving credit facility and to support the development of its LTL business. Vitran's Board of Directors is also evaluating various options for the use of the remaining net proceeds.

Legacy has obtained written commitments from certain financial institutions to provide sufficient debt financing for the transaction and has agreed to diligently work to complete the financing. The financing is subject to the completion of confirmatory due diligence. The sale of the SCO business is expected to close by March 1, 2013, upon completion of the Legacy financing, and is subject to customary conditions for this type of transaction.

The Company intends to file a current report disclosing the additional information required by Item 2.01 of Form 8-K upon completion of the transaction.

Amendment of a Material Definitive Agreement with Credit Facility Lenders

On February 12, 2013, Vitran and certain of its subsidiaries completed Amendment No. 4 to its Credit Agreement (the "Amending Agreement") led by JPMorgan Chase Bank, N.A., as agent (the "Agent"), and other lenders that are parties thereto (the "Lending Group"). The Amending Agreement amends the original credit agreement dated November 30, 2011 (the "Original Credit Agreement") among the Company, certain of its subsidiaries, the Agent, and the Lending Group. The Original Credit Agreement continues in full force and effect, other than as amended by the Amending Agreement and Amendment No. 1 to Credit Agreement dated as of December 29, 2011, Amending Agreement and Amendment No. 2 to Credit Agreement dated as of October 10, 2012, Amending Agreement and Amendment No. 3 to the Credit Agreement dated as of December 28, 2012.

Amendment No.4 provides consent to the Company from the Lending Group to sell the Company's subsidiaries that form its Supply Chain Operation division.



Item 9.01 Financial Statements and Exhibits

Exhibit
No. Exhibit

10.1 Share Purchase Agreement dated February 12, 2013*

99.1 News release dated February 12, 2013*

* Filed herewith.


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