Attached files
| file | filename |
|---|---|
| EX-4 - FIFTH AMENDMENT OF CREDIT AGREEMENT - CROWN HOLDINGS INC | ex41fifthamend-dec2010.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): December 3, 2010
CROWN HOLDINGS, INC.
(Exact name of Registrant as specified in its charter)
|
Pennsylvania
|
0-50189
|
75-3099507
|
||
|
(State or Other Jurisdiction of
Incorporation or Organization)
|
(Commission
File Number)
|
(I.R.S. Employer
Identification No.)
|
One Crown Way
Philadelphia, Pennsylvania 19154-4599
(215) 698-5100
(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)
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:
[ ] 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))
|
Section 1 – Registrant’s Business and Operations
Item 1.01. Entry into a Material Definitive Agreement
On December 3, 2010, Crown Holdings, Inc. (the “Company”) entered into a Fifth Amendment to Credit Agreement (the “Fifth Amendment”), amending the Credit Agreement, dated as of November 18, 2005 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) among Crown Americas LLC, a wholly-owned indirect subsidiary of the Company, as U.S. Borrower, Crown European Holdings SA, a wholly-owned indirect subsidiary of the Company (“Crown European Holdings”), as European Borrower, CROWN Metal Packaging Canada LP, a wholly-owned indirect subsidiary of the Company, as Canadian Borrower, the Subsidiary Borrowers named therein, the Company, Crown International Holdings, Inc. and Crown Cork & Seal Company, Inc., as Parent Guarantors, Deutsche Bank AG New York Branch, as Administrative Agent and U.K. Administrative Agent, The Bank of Nova Scotia, as Canadian Administrative Agent, and various Lending Institutions referred to therein. Subject to its specific terms and provisions, the Fifth Amendment amends the Credit Agreement to (i) increase from $500 million to $750 million the Company’s ability to incur indebtedness under its existing and any future receivables or factoring facilities and (ii) increase from $300 million to $1.0 billion the ability of the Company to incur additional term loans under the senior secured credit facilities. There can be no assurance that the Company will incur any such additional term loans.
The foregoing summary of the Fifth Amendment is qualified in its entirety by the full text of the Third Amendment, a copy of which is attached to this Report as Exhibit 4.1.
Section 9 – Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits
|
(d)
|
Exhibits:
|
|||
|
Exhibit 4.1
|
Fifth Amendment to Credit Agreement, dated as of December 3, 2010, by and among Crown Americas LLC, as U.S. Borrower, the other undersigned Credit Parties, the undersigned financial institutions, including Deutsche Bank AG New York Branch, as lenders thereunder, and Deutsche Bank AG New York Branch, as Administrative Agent and as Collateral Agent for the Lenders.
|
|||
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|
Dated: December 9, 2010
|
CROWN HOLDINGS, INC.
|
|||
|
By:
|
/s/ Kevin C. Clothier
|
|||
|
Name: Kevin C. Clothier
|
||||
|
Title: Vice President and Corporate Controller
|
||||
3
EXHIBIT INDEX
|
Exhibit
Number
|
Description
|
|
|
Exhibit 4.1
|
Fifth Amendment to Credit Agreement, dated as of December 3, 2010, by and among Crown Americas LLC, as U.S. Borrower, the other undersigned Credit Parties, the undersigned financial institutions, including Deutsche Bank AG New York Branch, as lenders thereunder, and Deutsche Bank AG New York Branch, as Administrative Agent and as Collateral Agent for the Lenders.
|
4