8-K 1 d8k.txt FORM 8-K 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 AND EXCHANGE ACT OF 1934 Date of Earliest Event Reported: July 1, 2002 COYNE INTERNATIONAL ENTERPRISES CORP. BLUE RIDGE TEXTILE MANUFACTURING, INC. OHIO GARMENT RENTAL, INC. ------------------------------------------------------------------------------ (Exact name of Registrants as specified in their respective charters) New York 333-60247 16-6040758 Georgia 333-60247 58-2018333 Ohio 333-60247 34-1261376 ------------------------------------------------------------------------------ (State or Other Jurisdiction of (Commission File Number) (IRS Employer Incorporation or Organization) Identification No.) 140 Cortland Avenue, Syracuse, New York 13221 ---------------------------------------------- ------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's Telephone Number, Including Area Code: (315) 475-1626 -------------- 1 Item 5. Other Events On July 1, 2002, Coyne International Enterprises Corp. (the "Company") made the interest payment which was due June 1, 2002 on its 11 1/4% Series B Senior Subordinated Notes due 2008 (the "Notes"). This payment was made within the grace period allowed under the indenture. There are currently no outstanding interest payments due under the Notes. On July 2, 2002, the Company completed a refinancing of its senior credit facilities. All amounts outstanding at that date under its revolving credit, capital expenditure and acquisition facilities, totaling $19.2 million, were repaid with proceeds from a new credit facility (the "Facility") arranged by GECC Capital Markets Group, Inc. Proceeds from the Facility were also used to repurchase $20.1 million principal amount of the Notes at a cost of $10.8 million plus accrued and unpaid interest. The breakdown of the Facility is as follows: a.) Revolving Credit Facility with a commitment amount of $18.0 million, subject to collateral availability, at an interest rate of prime plus 1.25% or LIBOR plus 2.75%. At August 24, 2002, there was approximately $12.3 million available under this Revolving Credit Facility. There were no amounts outstanding as of September 4, 2002. b.) Term A Loan with a commitment of $7.0 million at an interest rate of prime plus 1.75% or LIBOR plus 3.25%. The amount outstanding at September 4, 2002 was $7.0 million. c.) Term B-1 Loan with a commitment of $10.0 million at an interest rate of prime plus 10.25%. The amount outstanding at September 4, 2002 was $10.0 million, including deferred interest. d.) Term B-2 Loan with a commitment of $20.0 million at an interest rate of 15%. The amount outstanding at September 4, 2002 was $16.1 million, including deferred interest. Item 7. Financial Statements and Exhibits Exhibit No. Description 10.17 Credit Agreement, dated as of July 2, 2002, between the Company, Blue Ridge Textile Manufacturing, Inc. ("Blue Ridge") and General Electric Capital Corporation (the "Lender"). 10.18 Master Agreement for Standby Letters of Credit, dated as of July 2, 2002, between the Company, Blue Ridge and the Lender. 10.19 Master Agreement for Documentary Letters of Credit, dated as of July 2, 2002, between the Company, Blue Ridge and the Lender. 10.20 Pledge Agreement, dated as of July 2, 2002, between the Company, Blue Ridge, Ohio Garment Rental, Inc. ("Ohio Garment") and the Lender 10.21 Pledge Agreement, dated as of July 2, 2002, 2 between the J. Stanley Coyne Revocable Trust, the J. Stanley Coyne Inter Vivos Irrevocable Trust, the Thomas M. Coyne Trust, The Trusts FBO of Gerald M. Coyne, Joanne Matina, Susan B. Whitney and John S. Coyne, Jr. under authority of the J. Stanley Coyne Inter Vivos Irrevocable Trust and the lender. 10.22 Intellectual Property Security Agreement, dated as of July 2, 2002, between the Company, Blue Ridge, Ohio Garment and the Lender. 10.23 Guaranty, dated as of July 2, 2002, between Ohio Garment and the Lender 10.24 Security Agreement, dated as of July 2, 2002, between the Company, Blue Ridge, Ohio Garment and the Lender. 10.25 Revolving Note, dated as of July 2, 2002, between the Company, Blue Ridge and the Lender. 10.26 Term A Note, dated as of July 2, 2002, between the Company, Blue Ridge and the Lender. 10.27 Term B-1 Note, dated as of July 2, 2002, between the Company, Blue Ridge and the Lender. 10.28 Term B-2 Note, dated as of July 2, 2002, between the Company, Blue Ridge and the Lender. 10.29 Swing Line Note, dated as of July 2, 2002, between the Company, Blue Ridge and the Lender. 3 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. COYNE INTERNATIONAL ENTERPRISES CORP. Date: September 4, 2002 By: /s/ Stephen M. Owen ----------------------------------------- Stephen M. Owen VP of Finance and Chief Financial Officer By: /s/ Thomas C. Crowley ----------------------------------------- Thomas C. Crowley Chief Operating Officer 4