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| SXT > SEC Filings for SXT > Form 8-K on 7-Oct-2008 | All Recent SEC Filings |
7-Oct-2008
Entry into a Material Definitive Agreement
The information set forth under Item 2.03 of this Report on Form 8-K is
hereby incorporated by reference into this Item 1.01.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
On October 7, 2008, Sensient Technologies Corporation entered into a senior
unsecured term loan Credit Agreement (the "Agreement") that will allow Sensient
to make one or more borrowings on or before April 1, 2009 for an aggregate
amount of $85.0 million. The term loan(s) mature as of June 15, 2012, and will
be made by a group of banks (including Wells Fargo Bank, National Association,
as Arranger and Administrative Agent and the other banks identified on
Exhibit 10.1 hereto). Interest is payable at floating rates based (at Sensient's
election) on either: (1) the higher of (a) the prime rate or (b) the federal
funds rate plus 0.5%, in either case plus a margin (initially 75 basis points
but subject to increase or decrease as Sensient's leverage ratio weakens or
improves); or (2) a Eurodollar base rate derived from LIBOR plus a margin
(initially 225 basis points but subject to increase or decrease as Sensient's
leverage ratio weakens or improves).
Among other requirements, the Agreement requires Sensient to maintain (1) a
ratio of consolidated total funded debt to consolidated EBITDA (Leverage Ratio)
of not more than 3.50 to 1, (2) a fixed charge coverage ratio of not less than
2.00 to 1.00, and (3) a consolidated adjusted net worth of at least
$575.4 million plus 50% of its consolidated net earnings for each completed
fiscal quarter beginning with the quarter ended September 30, 2008. The
Agreement also includes other financial covenants similar to those in Sensient's
current bank facility, which is continuing.
The foregoing is intended to be a general description of the Agreement but
does not constitute a full description of it. Reference is made to the full
Agreement, which is attached as Exhibit 10.1, and to the related press release,
which is furnished as Exhibit 99.1.
The proceeds of the loan(s) under the Agreement will be used for
refinancing a portion of Sensient's approximately $150 million of senior notes
maturing in April 2009.
Item 9.01 Financial Statements and Exhibits.
The following exhibits are furnished with this Report on Form 8-K:
Exhibit 10.1 Credit Agreement dated as of October 7, 2008
Exhibit 99.1: Sensient Technologies Corporation Press Release dated October 7, 2008
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