-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WeScFcvE31QZYQRyRVPInKTK3pguTjNMi+WZoTfuTQYNSEoIzcb5gzCOQMWQV8sN Z7f3GDrFOleX9z27h9Tt5w== 0000820626-01-000004.txt : 20010205 0000820626-01-000004.hdr.sgml : 20010205 ACCESSION NUMBER: 0000820626-01-000004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010202 ITEM INFORMATION: FILED AS OF DATE: 20010202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IMC GLOBAL INC CENTRAL INDEX KEY: 0000820626 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE CHEMICALS [2870] IRS NUMBER: 363492467 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-09759 FILM NUMBER: 1522681 BUSINESS ADDRESS: STREET 1: 2100 SANDERS RD CITY: NORTHBROOK STATE: IL ZIP: 60062 BUSINESS PHONE: 8472729200 MAIL ADDRESS: STREET 1: 2345 WAUKEGAN ROAD - SUITE E-200 CITY: BANNOCKBURN STATE: IL ZIP: 60015-5516 FORMER COMPANY: FORMER CONFORMED NAME: IMC FERTILIZER GROUP INC DATE OF NAME CHANGE: 19920703 8-K 1 0001.txt =========================================================================== 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): February 2, 2001 Commission File Number: 1-9759 IMC Global Inc. (Exact name of Registrant as specified in its charter) Delaware 36-3492467 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 100 South Saunders Road Lake Forest, Illinois 60045 (847) 739-1200 (Address and telephone number, including area code, of registrant's principal executive offices) ============================================================================ Item 5. Other Events and Regulation FD Disclosures. In January 2001, IMC Global Inc. ("Company") amended its $550.0 million long-term credit facility, maturing in December 2002, and its $250.0 million short-term credit facility, maturing in September 2001 (collectively, "Credit Facilities"). The principal revisions that were made to the Credit Facilities by the January 2001 amendments were: (i) to restrict capital expenditures to an amount above the Company's currently anticipated capital expenditure levels; (ii) to generally restrict the payment of dividends, distributions and certain other payments to an aggregate of $40.0 million per year, other than as required in connection with the Company's interest in Phosphate Resource Partners Limited Partnership ("PLP"); (iii) to amend certain financial covenants (leverage ratio and interest coverage ratio), including retroactive amendments to those covenants as of December 31, 2000; (iv) to provide for the issuance of guarantees of the Credit Facilities by certain IMC subsidiaries as described below; (v) to add the requirement to secure the Credit Facilities under certain circumstances as described below; (vi) to provide for the contingent reduction of lending commitments (up to $150.0 million) in the amount of 50% of the proceeds of asset sales and equity issuances; (vii) to add PLP as a borrower under the Credit Facilities; and (viii) to increase applicable commitment fees and interest rates. As amended, commitment fees associated with the short-term and long-term facilities vary depending upon the Company's credit ratings and are currently 20.0 basis points and 22.5 basis points, respectively. Interest rates associated with the short-term and long-term facilities also vary depending upon the Company's credit ratings and are currently LIBOR plus 117.5 basis points and LIBOR plus 115.0 basis points, respectively. The Credit Facilities are currently unsecured but, as a result of the recent amendments, borrowings by the Company are now guaranteed by the Company's material domestic subsidiaries. Such guarantees by PLP and IMC Phosphates Company are limited by the amount of existing intercompany debt owed by such entities to the Company and its other subsidiaries. The Company has agreed to secure the facilities with substantially all of the stock and other equity interests and the assets of its domestic subsidiaries and with a portion of the stock and other equity interests of its foreign subsidiaries in the event that either (i) the Company's credit rating falls on its senior unsecured long term debt securities to BB (S&P) or Ba2 (Moody's) or (ii) the Company is unable to maintain its leverage ratio (as defined in the Credit Facilities) below 4.40 to 1.00 as of March 31, 2001 or thereafter. In addition, the Company has agreed to secure the facilities with substantially all of the stock and other equity interests of its domestic subsidiaries and with a portion of the stock and other equity interests of its foreign subsidiaries in the event that the Company's credit rating falls to BB+ (S&P) and Ba1 (Moody's). In either event, debt issued under certain other debt instruments of the Company and its subsidiaries will participate on an equal and ratable basis with the lenders under the Credit Facilities in the security interest granted in some or all of the collateral that secures the Credit Facilities. In the event that the Company becomes obligated to secure the Credit Facilities with assets (including accounts receivable), the Company will terminate its existing accounts receivable securitization facility. The Credit Facilities, as amended, also continue to contain provisions, substantially unchanged, which: (i) restrict the ability of the Company and its subsidiaries to dispose of a substantial portion of its consolidated assets; (ii) limit the creation of additional liens on the Company's and its subsidiaries' assets; and (iii) limit the Company's subsidiaries' incurrence of debt. The Credit Facilities also continue to contain financial and other covenants. ***************************** 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. IMC Global Inc. /s/ J. Bradford James -------------------------------- J. Bradford James Executive Vice President and Chief Financial Officer Date: February 2, 2001 -----END PRIVACY-ENHANCED MESSAGE-----