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EX-10.1 - EXHIBIT 10.1 - CENTERLINE HOLDING CO | exh10-1.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
Current
Report
Pursuant
to Section 13 or 15(d) of
The
Securities Exchange Act of 1934
Date of
Report (Date of Earliest Event Reported): December 30,
2009
CENTERLINE
HOLDING COMPANY
(Exact
Name of Registrant as Specified in its Charter)
Delaware
(State or
Other Jurisdiction of Incorporation)
1-13237
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13-3949418
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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625
Madison Avenue, New York, New York
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10022
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(212)
317-5700
(Registrant’s
Telephone Number, Including Area Code)
Not
Applicable
(Former
Name or Former Address, if Changed Since Last Report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2):
o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 1.01 Entry
into a Material Definitive Agreement.
On
December 30, 2009, Centerline Holding Company (the “Registrant”) and Centerline
Capital Group Inc. (together with the Registrant, the “Borrowers”) entered into
a third amendment (the “Amendment”) to the Amended and Restated Revolving Credit
and Term Loan Agreement (the “Credit Agreement”), dated as of December 19, 2008,
with the Guarantors listed on Schedule 1 thereto (the “Guarantors”), the
Lenders named therein, Bank of America, N.A. as issuing bank and as
administrative agent, Banc of America Securities, LLC and Citicorp USA Inc., as
co-lead arrangers, and Banc of America Securities, LLC as book manager. The
Amendment will (a) extend the maturity date of the Term Loan from December 31,
2009 until January 15, 2010; (b) approve a termination agreement with respect to
the Registrant’s office space located in Jersey City, New Jersey; (c) waive the
Registrant’s compliance with specified net worth (until January 15, 2010) and
financial ratio covenants; (d) add covenants prohibiting the distribution of
proceeds to certain entities in which members of the Registrant’s management
have an interest; (e) permit the payment of retention bonuses to employees
subject to specified limitations; (f) restrict use of the Revolving Portion
without the consent of the Required Lenders until the Registrant delivers a 2010
budget satisfactory to the Administrative Agent; and (g) modify certain
reporting requirements. The Amendment is attached hereto as Exhibit
10.1 and is incorporated herein by reference. The foregoing description of
the Amendment is qualified in its entirety by reference to the full text of such
agreement. Capitalized terms used but not defined herein have the
meanings specified in the Credit Agreement.
Item
9.01. Financial Statements and Exhibits
(a)
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Financial
Statements
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Not
Applicable.
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(b)
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Pro
Forma Financial Information
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Not
Applicable.
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(C)
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Exhibits
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Exhibit 10.1. Third
Amendment to Amended and Restated Revolving Credit and Term Loan
Agreement, dated as of December 30, 2009, by and among Centerline Holding
Company, Centerline Capital Group Inc., the Guarantors listed on
Schedule 1 thereto, the Lenders named therein, Bank of America, N.A.
as issuing bank and as administrative agent, Banc of America Securities,
LLC and Citicorp USA, Inc., as co-lead arrangers and Banc of America
Securities, LLC as book manager.
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2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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CENTERLINE
HOLDING COMPANY
(Registrant)
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January
6, 2010
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By:
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/s/
Robert L. Levy
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Name:
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Robert
L. Levy
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Title:
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Chief
Financial Officer
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3