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EX-10.1 - EXHIBIT 10.1 (FIRST AMENDMENT TO CREDIT AGREEMENT) - Aegion Corpexhibit101firstamendmentto.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):  November 30, 2017


AEGION CORPORATION
(Exact name of registrant as specified in its charter)


Delaware
 
001-35328
 
45-3117900
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)


17988 Edison Avenue, Chesterfield, Missouri
 
 
63005
(Address of principal executive offices)
 
 
(Zip Code)


Registrant’s telephone number, including area code: (636) 530-8000


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:

[ ]
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))


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o







Item 1.01.
Entry into a Material Definitive Agreement.

On November 30, 2017, Aegion Corporation (the “Company”) executed a first amendment (the "First Amendment") to its current credit agreement, dated October 30, 2015, (the "Credit Agreement"). The First Amendment was executed in connection with certain internal reorganizations by the Company, including the formation of a wholly-owned subsidiary, Aegion Cyprus Limited ("Aegion Cyprus"), and the contribution of certain assets from an existing subsidiary to Aegion Cyprus. The First Amendment, among other things, (a) joins Aegion Cyprus as a guarantor under the Credit Agreement; (b) grants in favor of the lenders a security interest in certain assets of Aegion Cyprus; (c) pledges the outstanding shares of Aegion Cyprus to the lenders; and (d) implements certain technical amendments.

The foregoing description of the First Amendment is qualified in its entirety by reference to the First Amendment, a copy of which is attached as Exhibit 10.1, and is incorporated herein by reference.

Item 9.01.
Financial Statements and Exhibits.
 
(d)
The following exhibits are filed as part of this report:

 
Exhibit Number
Description
 
10.1
First Amendment to Credit Agreement, dated November 30, 2017, filed herewith.



*     *     *






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.


 
AEGION CORPORATION
 
 
 
 
 
 
 
 
 
 
By:
/s/ David F. Morris
 
 
 
David F. Morris
 
 
 
Executive Vice President, General Counsel and Chief Administrative Officer
 
 
 
 
 


Date: December 6, 2017






INDEX TO EXHIBITS

These exhibits are numbered in accordance with the Exhibit Table of Item 601 of Regulation S-K.

Exhibit
Description
First Amendment to Credit Agreement, dated November 30, 2017, filed herewith.