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EX-4.1 - AMENDMENT TO CREDIT AGREEMENT - ESCO TECHNOLOGIES INC | amendtocreditagreement.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): January 12,
2010
ESCO
TECHNOLOGIES INC.
(Exact
Name of Registrant as Specified in Charter)
Missouri
|
1-10596
|
43-1554045
|
(State
or Other
Jurisdiction
of Incorporation)
|
(Commission
File
Number)
|
(I.R.S.
Employer
Identification
No.)
|
9900A
Clayton Road, St. Louis, Missouri
(Address
of Principal Executive Offices)
|
63124-1186
(Zip
Code)
|
|
Registrant’s
telephone number, including area
code: 314-213-7200
|
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. below):
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2 (b) under the Exchange
Act (17 CFR 240.14d-2 (b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4 (c) under the Exchange
Act (17 CFR 240.13e-4 (c))
ITEM
1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
The
information set forth in Item 2.03 of this Form 8-K is incorporated in this Item
1.01 by reference.
ITEM
2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN
OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A
REGISTRANT
|
On
January 12, 2010, the Registrant entered into Amendment No. 1 To Credit
Agreement (“Amendment No. 1”), with retroactive effect to November 12, 2009,
among Registrant, the lenders from time to time party thereto, and PNC Bank,
National Association (successor to National City Bank), as administrative
agent. Amendment No. 1 amended the Credit Agreement dated as of
November 30, 2007 (the “Credit Agreement”) among Registrant, the lenders from
time to time party thereto, and National City Bank, as administrative
agent. Amendment No. 1 permits the Registrant to declare and pay
capital distributions consisting of dividends that are payable in cash, provided
that (i) no default or event of default shall have occurred and be continuing or
would result therefrom, (ii) the Registrant will be in compliance with certain
financial covenants both before and after giving pro forma effect to
each such capital distribution, and (iii) the aggregate amount of all such
capital distributions during any fiscal year shall not exceed
$15,000,000. Prior to Amendment No. 1, the Credit Agreement
prohibited the payment of cash dividends. For further information
regarding the Credit Agreement, see Item 1 “Business”—“Financing” of
Registrant’s Form 10-K for the fiscal year ended September 30,
2009.
ITEM
9.01 FINANCIAL STATEMENTS and EXHIBITS
(c)
|
Exhibits
|
Exhibit No. | Description of Exhibit |
4.1
|
Amendment
No. 1 to Credit Agreement dated as of November 12, 2009, and entered into
on January 12, 2010, among the Registrant, the lenders from time to time
party thereto, and PNC Bank, National
Association
|
SIGNATURE
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.
ESCO TECHNOLOGIES INC. |
Dated: January 14, 2010 | By: | /s/T.B. Martin |
Assistant Secretary |
Index of
Exhibits
Exhibit No. | Description of Exhibit |
4.1
|
Amendment
No. 1 to Credit Agreement dated as of November 12, 2009, and entered into
on January 12, 2010, among the Registrant, the lenders from time to time
party thereto, and PNC Bank, National
Association
|