Attached files
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| EX-10.1 - Fushi Copperweld, Inc. | v227614_ex10-1.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): June 27, 2011
FUSHI COPPERWELD, INC.
(Exact name of Registrant as specified in charter)
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Nevada
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001-33669
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13-3140715
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(State or Other Jurisdiction of
Incorporation)
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(Commission File Number)
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(IRS Employer Identification
No.)
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TYG Center Tower B, Suite 2601
Dongsanhuan Bei Lu, Bing 2
Beijing, PRC 100027
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(Address of Principal Executive Offices)
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Registrant’s telephone number, including area code: (011)-86-10-8447-8280
(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:
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o
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Written communications pursuant to Rule 425 under the Securities Act(17CFR230.425)
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o
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Soliciting material pursuant to Rule14a-12 under the Exchange Act (17CFR240.14a-12)
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o
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFR240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17CFR240.13e-4(c))
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Item 1.01. Entry into a Material Definitive Agreement.
On June 27, 2011, Copperweld Bimetallics LLC (“Copperweld”), a wholly owned subsidiary of Fushi Copperweld, Inc., and Regions Bank, an Alabama banking corporation (the “Lender”) entered into the First Amendment (the “First Amendment”) to the Credit and Security Agreement (the “Original Credit Agreement”) dated as of August 31, 2010 (the “Original Closing Date”).
The Original Credit Agreement provided for a $2.5 million revolving credit facility and a term facility of up to $6.5 million. The Lender has agreed, pursuant to the First Amendment, to increase the maximum amount of the revolving credit facility from $2.5 million to $4.5 million, thereby increasing the total facility cap from $9 million to $11 million. Further, the Original Credit Agreement included a financial covenant by Copperweld to maintain a Tangible Net Worth (as defined in the Original Credit Agreement) during the term of the Original Credit Agreement of no less than the sum of $18,500,000 and 50% of Copperweld’s cumulative positive net income from and after the Original Closing Date. The First Amendment amends the minimum Tangible Net Worth definition to provide that for the fiscal year ended December 31, 2011 and for each fiscal year thereafter, Copperweld’s Tangible Net Worth shall be not less than the sum of $17,000,000 and 50% of Copperweld’s cumulative positive net income from and after January 1, 2011. Finally, the term of the Original Credit Agreement of three years from the Original Closing Date has been extended to four years from the Original Closing Date pursuant to the First Amendment.
Item 9.01. Financial Statements and Exhibits.
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(c)
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Exhibits
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10.1
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First Amendment to Credit and Security Agreement, dated as of June 27, 2011
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2
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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FUSHI COPPERWELD, INC.
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Date: July 1, 2011
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By:
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/s/ Craig Studwell | ||
| Name: | Craig Studwell | |||
| Title: | Chief Financial Officer | |||
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