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RUSHA > SEC Filings for RUSHA > Form 8-K on 16-Jul-2013All Recent SEC Filings

Show all filings for RUSH ENTERPRISES INC \TX\

Form 8-K for RUSH ENTERPRISES INC \TX\


16-Jul-2013

Entry into a Material Definitive Agreement, Financial Statements and Ex


Item 1.01 Entry into Material Definitive Agreement.

On July 11, 2013, Rush Enterprises, Inc. and substantially all of its subsidiaries (collectively, the "Company") entered into the third amendment (the "Third Amendment") to its $600,000,000 Amended and Restated Credit Agreement (the "Credit Agreement"), dated as of December 31, 2012 with GE Capital Commercial Inc., as administrative agent and collateral agent ("GE Capital") for the lenders named therein, and the lenders named therein (together with GE Capital, collectively the "Lenders"). The Third Amendment modifies certain provisions of the Credit Agreement to, among other things, (i) increase the Lenders' loan commitment under the Credit Agreement by $150,000,000, (ii) reduce the interest rate and (iii) extend the maturity date.

As a result of the Third Amendment, the Lenders' aggregate loan commitment under the Credit Agreement increased to $750,000,000 of revolving credit loans to finance the Company's purchase of new and used vehicle inventory for sale by the Company and to finance the Company's working capital needs. The revolving credit loans consist of $640,000,000 of Revolving A Loans and $110,000,000 of Revolving B Loans; however, the Revolving B Loans cannot be made unless there is no more availability for Revolving A Loans. Loans to purchase used inventory are limited to $150,000,000.

Borrowings under the Credit Agreement will now bear interest per annum, payable monthly, at the three month LIBOR rate, determined on the last day of the prior month, plus 2.03%. In addition, the Company must pay to the Lenders a monthly working capital fee equal to 0.35% per annum multiplied by the amount of voluntary prepayments of new and used inventory loans.

Pursuant to the Third Amendment, the Credit Agreement now expires July 11, 2016, although GE Capital has the right to terminate the Credit Agreement at any time upon 120 days written notice. The Company may terminate the Credit Agreement at any time, although if it does so it must pay the Lenders a prepayment processing fee of (i) $15,000,000 if it terminates on or prior January 11, 2015, (ii) $7,500,000 if it terminates after January 11, 2015 but on or prior to July 11, 2015 and (iii) $300,000 if it terminates thereafter, subject in each case to specified limited exceptions.

The foregoing description is qualified in its entirety by reference to the full text of (i) the Third Amendment to Credit Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated in this Item 1.01 by reference, (ii) the Credit Agreement, which is incorporated herein by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K (File No. 000-20797) filed February 2, 2012, (iii) the First Amendment to Credit Agreement, which is incorporated herein by reference to Exhibit 10.3 of the Company's Form 10-Q (File No. 000-20797) for the quarter ended March 31, 2012,
(iv) the Second Amendment to Credit Agreement, which is incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K (File No. 000-20797) filed January 3, 2013 and (v) the Guaranty Agreement, which is incorporated herein by reference to Exhibit 10.2 of Company's Current Report on Form 8-K (File No. 000-20797) filed January 6, 2011.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

   Exhibit
    Number        Exhibit Title

     10.1         Third Amendment to Credit Agreement, dated July 11, 2013, among
                  Rush Truck Centers of Alabama, Inc., Rush Truck Centers of
                  Arizona, Inc., Rush Truck Centers of California, Inc., Rush
                  Medium Duty Truck Centers of Colorado, Inc., Rush Truck Centers
                  of Colorado, Inc., Rush Truck Centers of Florida, Inc., Rush
                  Truck Centers of Georgia, Inc., Rush Truck Centers of New Mexico,
                  Inc., Rush Truck Centers of Oklahoma, Inc., Rush Truck Centers of
                  Tennessee, Inc., Rush Truck Centers of North Carolina, Inc., Rush
                  Truck Centers of Idaho, Inc., Rush Truck Centers of Utah, Inc.,
                  Rush Truck Centers of Oregon, Inc., Rush Truck Centers of Ohio,
                  Inc., Rush Truck Centers of Kansas, Inc., Rush Truck Centers of
                  Missouri, Inc., Rush Truck Centers of Texas, L.P., Rush
                  Enterprises, Inc., the Lenders party thereto, and GE Capital
                  Commercial Inc.


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