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RAIL > SEC Filings for RAIL > Form 8-K on 1-Aug-2013All Recent SEC Filings

Show all filings for FREIGHTCAR AMERICA, INC.

Form 8-K for FREIGHTCAR AMERICA, INC.


1-Aug-2013

Entry into a Material Definitive Agreement, Termination of a Material De


Item 1.01 Entry into a Material Definitive Agreement.

On July 26, 2013, FreightCar America, Inc. (the "Company") entered into a Credit Agreement (the "Revolving Loan Agreement") by and among the Company and certain of its subsidiaries, as borrowers and guarantors (together with the Company, the "Borrowers"), and Bank of America, N.A., as lender, administrative agent, swingline lender and L/C issuer (the "Bank"). Pursuant to the Revolving Loan Agreement, the Company may borrow an aggregate amount of up to $50.0 million. The Revolving Loan Agreement contains a sub-facility for letters of credit not to exceed the lesser of $30.0 million and the amount of the senior secured revolving credit facility at such time.

The Revolving Loan Agreement replaces the Company's prior revolving credit facility pursuant to a Loan and Security Agreement dated as of July 29, 2010 among the Company and certain of its subsidiaries, as borrowers, and Fifth Third Bank, as lender, which was terminated effective July 26, 2013 and otherwise would have matured on June 29, 2013.

The Revolving Loan Agreement has a term ending on July 26, 2016. Revolving loans outstanding thereunder will bear interest at the Eurodollar rate plus an applicable margin of 1.50% or at a base rate, as selected by the Company. Base rate loans will bear interest at the highest of (a) the federal funds rate plus 0.50%, (b) the prime rate or (c) the Eurodollar rate plus 1.00%.

The Revolving Loan Agreement has both affirmative and negative covenants, including, without limitation, a minimum consolidated net liquidity requirement of $35.0 million and limitations on indebtedness, liens and investments. The Revolving Loan Agreement also provides for customary events of default.

On July 26, 2013, the Borrowers also entered into a Security and Pledge Agreement with the Bank (the "Security and Pledge Agreement") pursuant to which the borrowings under the Revolving Loan Agreement are secured by a first priority perfected security interest in substantially all of the assets of the Borrowers, but excluding railcars held by the Company's railcar leasing subsidiary. Under the Security and Pledge Agreement, the Borrowers also agreed to pledge all of the equity interests in the Company's direct and indirect domestic subsidiaries.

The foregoing descriptions of the Revolving Loan Agreement and the Security and Pledge Agreement are qualified in their entirety by reference to the Revolving Loan Agreement and the Security and Pledge Agreement filed as Exhibits 10.1 and 10.2, respectively, hereto which are hereby incorporated by reference herein.



Item 1.02 Termination of a Material Definitive Agreement.

The disclosure set forth above in Item 1.01 is hereby incorporated by reference into this Item 1.02.



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

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


Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit 10.1    Credit Agreement, dated as of July 26, 2013, by and among
                FreightCar America, Inc. and certain of its subsidiaries and Bank
                of America, N.A.

Exhibit 10.2    Security and Pledge Agreement, dated as of July 26, 2013, by and
                among FreightCar America, Inc. and certain of its subsidiaries and
                Bank of America, N.A.


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