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ESI > SEC Filings for ESI > Form 8-K on 4-Apr-2014All Recent SEC Filings

Show all filings for ITT EDUCATIONAL SERVICES INC

Form 8-K for ITT EDUCATIONAL SERVICES INC


4-Apr-2014

Entry into a Material Definitive Agreement, Financial Statements and


Item 1.01 Entry into a Material Definitive Agreement.

On March 31, 2014, ITT Educational Services, Inc. (the "Company") entered into a First Amendment to Credit Agreement (the "First Amendment") with the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent. The First Amendment provides for certain amendments to the Credit Agreement, dated as of March 21, 2012 (the "Credit Agreement"), among the Company, the lenders from time to time party thereto, JPMorgan Chase Bank, N.A., as administrative agent, Bank of America, N.A., as syndication agent, and Wells Fargo, N.A., as documentation agent.

The First Amendment provides that:

Sections 5.01(a) and 5.01(c) of the Credit Agreement are amended such that the audited consolidated balance sheet and related statements of operations, stockholders' equity and cash flows of the Company, and the certificate of a financial officer of the Company as described in Section 5.01(c) of the Credit Agreement, in each case, as of and for the fiscal year ending December 31, 2013, required to be furnished by the Company, are required to be furnished by June 30, 2014, instead of March 31, 2014;

Sections 5.01(b) and 5.01(c) of the Credit Agreement are amended such that the internally prepared consolidated balance sheet and related statements of operations, stockholders' equity and cash of the Company, and the certificate of a financial officer of the Company as described in Section 5.01(c) of the Credit Agreement, in each case, as of and for the fiscal quarter ending March 31, 2014, required to be furnished by the Company, are required to be furnished by June 30, 2014, instead of May 15, 2014;

Section 6.12(a) of the Credit Agreement is amended, effective as of December 30, 2013, to provide that the maximum Leverage Ratio (as defined in the Credit Agreement) covenant will not apply to the fiscal quarters ended December 31, 2013 and March 31, 2014; and

until such time as the Company delivers a certificate pursuant to
Section 5.01(c) of the Credit Agreement demonstrating compliance with
Section 6.12 of the Credit Agreement (without giving effect to the First Amendment), the Company may not have more than $125.0 million of borrowings and letters of credit outstanding under the Credit Agreement.

The above summary of the First Amendment is qualified in its entirety by the full text of the First Amendment, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference. The Credit Agreement was filed by the Company as Exhibit 10.1 to its Current Report on Form 8-K filed on March 27, 2012, and is also incorporated herein by reference.

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Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

The following exhibit is being filed herewith:

Exhibit No. Description

10.1 First Amendment to Credit Agreement, dated as of March 31, 2014, by and among ITT Educational Services, Inc., the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent

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