Attached files
| file | filename |
|---|---|
| EX-99.1 - PALM HARBOR HOMES INC /FL/ | v172807_ex99-1.htm |
| EX-99.2 - PALM HARBOR HOMES INC /FL/ | v172807_ex99-2.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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
27, 2010
|
|
Palm
Harbor Homes, Inc.
|
|
(Exact
Name of Registrant as Specified in Its Charter)
|
|
Florida
|
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(State
or Other Jurisdiction of
Incorporation)
|
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0-24268
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59-1036634
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(Commission
File Number)
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(IRS
Employer Identification No.)
|
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15303
Dallas Parkway, Suite 800, Addison, Texas
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75001
|
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(Address
of Principal Executive Offices)
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(Zip
Code)
|
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(972)
991-2422
|
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(Registrant’s
Telephone Number, Including Area Code)
|
|
(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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o 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.
On
January 27, 2010, Palm Harbor Homes, Inc., a Florida corporation (the “Company”), and its
wholly-owned subsidiary Palm Harbor Manufacturing, L.P., a Texas limited
partnership (collectively, the “Borrowers”), and,
solely for purposes of Section 29 thereof, CountryPlace Acceptance Corporation,
a Nevada corporation and a wholly-owned subsidiary of the Company (“CountryPlace”),
entered into the Eighth Amendment (the “Eighth Amendment”) to
Amended and Restated Agreement for Wholesale Financing (Finished Goods – Shared
Credit Facility) (the “Credit Agreement”)
with Textron Financial Corporation, as lender and administrative agent and
arranger (“Textron”). Under
the Eighth Amendment, Textron agreed to release its security interest in the
capital stock of CountryPlace and its subsidiaries. Additionally,
pursuant to the Eighth Amendment the Credit Agreement was amended to, among
other things: (i) extend the maturity to the earlier of (a) June 30,
2012 or (b) one month prior to the date of the first repurchase option for the
holders of the Company’s 3.25% Convertible Senior Notes due 2024, (ii) provide
for a temporary protective advance exceeding the credit line, (iii) change the
collateral coverage ratio and maximum net loss/minimum net loss tests, and (iv)
decrease the total credit available under the Credit Agreement from its
current amount of $45,000,000 to $43,000,000 on March 26, 2010, to $38,000,000
on June 25, 2010, to $32,000,000 on September 24, 2010, to $28,000,000 on
December 24, 2010 and to $25,000,000 on March 24, 2011 and
thereafter. The Borrowers also agreed to grant Textron a
mortgage on all of their and all of their subsidiaries’ real property and to
cause all the subsidiaries (other than CountryPlace and its subsidiaries,
Standard Casualty Company, Standard Insurance Agency, Inc. and Palm Harbor
Insurance Agency of Texas) to guarantee the Textron debt and to grant a lien in
all of their assets to Textron. A $5,000,000 payment due to Textron
from the Company on January 31, 2010 was also waived.
The
foregoing summary set forth in response to this Item 1.01 is qualified by
reference to the full text of the Eighth Amendment attached as Exhibit
99.1
Item
2.02 Results of Operations and Financial Condition
On
February 1, 2010, the Company issued a news release reporting the results of the
Company for its third quarter and nine months ended December 25, 2009. A copy of
the news release is attached to this Current Report as Exhibit
99.2.
The
information in this item, including Exhibit 99.2 attached hereto, is being
furnished and shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of such section. The information in this item shall not be
incorporated by reference into any registration statement or other document
pursuant to the Securities Act of 1933, as amended.
Item
9.01 Financial Statements and Exhibits.
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(d)
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Exhibits.
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Exhibit
No.
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Description
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99.1
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Eighth
Amendment to Amended and Restated Agreement for Wholesale Financing
(Finished Goods – Shared Credit Facility) by and between Textron Financial
Corporation, and Palm Harbor Homes, Inc. and Palm Harbor Manufacturing,
L.P., as Borrowers, and for purposes of Section 29 CountryPlace Acceptance
Corporation, dated January 27, 2010.
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99.2
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Press
Release of Palm Harbor Homes, Inc. dated February 1,
2010.
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2
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.
Date: February
1, 2010
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PALM
HARBOR HOMES, INC.
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By:
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/s/ Kelly Tacke | |
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Kelly
Tacke
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|||
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Chief
Financial and Accounting Officer
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