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DVR > SEC Filings for DVR > Form 8-K on 4-Jun-2013All Recent SEC Filings

Show all filings for CAL DIVE INTERNATIONAL, INC. | Request a Trial to NEW EDGAR Online Pro

Form 8-K for CAL DIVE INTERNATIONAL, INC.


4-Jun-2013

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


Item 1.01 Entry Into a Material Definitive Agreement.

Effective May 31, 2013, Cal Dive International, Inc., a Delaware corporation (the "Company"), entered into Amendment No. 5 (the "Amendment") to its Credit Agreement, dated as of April 26, 2011, among the Company, the lenders from time to time party thereto and Bank of America, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, as amended by Amendment No. 1 dated October 7, 2011, Amendment No. 2 dated July 9, 2012, Amendment No. 3 dated September 19, 2012 and Amendment No. 4 dated November 2, 2012 (as amended, including by this Amendment, the "Credit Agreement"). Capitalized terms used herein and not otherwise defined in this Item 1.01 shall have the meanings assigned to such terms in the Credit Agreement. The Company entered into the Amendment to provide flexibility for working capital requirements over the next two quarters relating to the Company's recent awards in Mexico.

The Amendment, among other things, amends the Credit Agreement to:

exclude unsecured indebtedness incurred in an aggregate principal amount of up to $20.0 million solely for purposes of determining Consolidated Funded Indebtedness when used for the calculation of the Consolidated Leverage Ratio;

reduce the Consolidated Fixed Charge Coverage Ratio covenant from 1.25 to 1 to 1.05 to 1 for the two fiscal quarters ending June 30, 2013 and September 30, 2013; and

increase the Consolidated Leverage Ratio from 3.75x to 5.25x for the fiscal quarter ending June 30, 2013 and from 3.75x to 5.00x for the fiscal quarter ending September 30, 2013.

A copy of the Credit Agreement and all prior material amendments have been filed with the Securities and Exchange Commission. A copy of the Amendment is attached as Exhibit 10.1 to this Current Report on Form 8-K, which is incorporated herein by reference. The description of the Credit Agreement, as amended, and the Amendment are each qualified in their entirety by reference to such filings.



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

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



Item 9.01 Financial Statements and Exhibits.
(d) Exhibits The exhibit to this Current Report on Form 8-K is listed in the Exhibit Index, which appears at the end of this report and is incorporated by reference herein.


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