Attached files
| file | filename |
|---|---|
| EX-10.1 - FOURTH AMENDMENT TO CREDIT AGREEMENT - Duff & Phelps Corp | exhibit1011.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) | October 17, 2011 (October 13, 2011) |
Duff & Phelps Corporation |
(Exact name of registrant as specified in its charter) |
Delaware | 001-33693 | 20-8893559 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
55 East 52nd Street, 31st Floor, New York, New York | 10055 | |
(Address of principal executive offices) | (Zip Code) | |
Registrant's telephone number, including area code | (212) 871-2000 |
N/A |
(Former name of 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 (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.
On October 13, 2011, Duff & Phelps, LLC (the “Company”), the primary operating subsidiary of Duff & Phelps Corporation, entered into a fourth amendment (the “Amendment”) to its Credit Agreement dated as of July 15, 2009 (as amended by (i) the First Amendment to Credit Agreement dated as of November 8, 2010, (ii) the Second Amendment to Credit Agreement dated as of February 23, 2011 and (iii) the Third Amendment to Credit Agreement dated as of August 15, 2011) (the “Credit Agreement”), with Bank of America, N.A., as administrative agent and the lenders from time to time party thereto. The Credit Agreement provided for a $30 million senior secured revolving credit facility with a maturity date of July 15, 2012.
Pursuant to the amendment, (i) the commitments under the Credit Agreement were increased from $30 million to $75 million, (ii) the maturity date of the Credit Agreement was extended from July 15, 2012 to October 13, 2016, (iii) the pricing of the revolving loans was revised by adding two pricing levels and adjusting downward the applicable rate of interest and adjusting upward the applicable rate of unused fees and (iv) the financial covenants and the indebtedness covenant and certain definitions used therein were revised.
The foregoing description of the Amendment is a summary and is qualified in its entirety by reference to the Amendment attached hereto as Exhibit 10.1 and incorporated by reference herein.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
The description of the Amendment above under Item 1.01 is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
10.1 | Fourth Amendment to Credit Agreement, dated as of October 13, 2011, among Duff & Phelps, LLC, as borrower, Duff & Phelps Acquisitions, LLC, Chanin Capital Partners LLC, and Rash & Associates, L.P., as guarantors, Bank of America, N.A., as administrative agent and letter of credit issuer, and each other lender party thereto, related to the Credit Agreement, dated as of July 15, 2009, among Duff & Phelps, LLC, each agent and lender from time to time party thereto and Bank of America, N.A., as administrative agent. |
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.
DUFF & PHELPS CORPORATION |
/s/ Edward S. Forman |
Edward S. Forman |
Executive Vice President, General Counsel and Secretary |
Dated: October 17, 2011
DUFF & PHELPS CORPORATION
CURRENT REPORT ON FORM 8-K
Report dated October 17, 2011
EXHIBIT INDEX
Exhibit No. | Description |
10.1 | Fourth Amendment to Credit Agreement, dated as of October 13, 2011, among Duff & Phelps, LLC, as borrower, Duff & Phelps Acquisitions, LLC, Chanin Capital Partners LLC, and Rash & Associates, L.P., as guarantors, Bank of America, N.A., as administrative agent and letter of credit issuer, and each other lender party thereto, related to the Credit Agreement, dated as of July 15, 2009, among Duff & Phelps, LLC, each agent and lender from time to time party thereto and Bank of America, N.A., as administrative agent. |