0000842295-12-000050.txt : 20120521 0000842295-12-000050.hdr.sgml : 20120521 20120521172146 ACCESSION NUMBER: 0000842295-12-000050 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120521 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120521 DATE AS OF CHANGE: 20120521 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TOR MINERALS INTERNATIONAL INC CENTRAL INDEX KEY: 0000842295 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INORGANIC CHEMICALS [2810] IRS NUMBER: 742081929 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-17321 FILM NUMBER: 12859796 BUSINESS ADDRESS: STREET 1: 722 BURLESON CITY: CORPUS CHRISTI STATE: TX ZIP: 78402 BUSINESS PHONE: 361-883-5591 MAIL ADDRESS: STREET 1: 722 BURLESON CITY: CORPUS CHRISTI STATE: TX ZIP: 78402 FORMER COMPANY: FORMER CONFORMED NAME: HITOX CORPORATION OF AMERICA DATE OF NAME CHANGE: 19920703 8-K 1 x8k2012may21hsbc.htm FORM 8-K, AMENDMENT TO CREDIT FACILITY WITH HSBC Form 8-K, Extension of HSBC Credit Facility to April 2013

 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):  May 21, 2012

TOR Minerals International, Inc.
(Exact Name of Registrant as Specified in Its Charter)


Delaware
(State or Other Jurisdiction of Incorporation)

0-17321
(Commission File Number)

722 Burleson Street
Corpus Christi, Texas
(Address of Principal Executive Offices)

74-2081929
(IRS Employer Identification No.)


78402
(Zip Code)

(361) 883-5591
(Registrant's Telephone Number, Including Area Code)

N/A
(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 (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))

1



ITEM 1.01           ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

On May 21, 2012, TOR Minerals Malaysia, Sdn. Bhd. ("TMM"), amended their credit facilities with HSBC Bank Malaysia Berhad ("HSBC") to extend the maturity date from April 30, 2012 to April 30, 2013.

A copy of the extended credit facility is furnished as Exhibit 10.1 to this Current Report on Form 8-K.

ITEM 9.01           FINANCIAL STATEMENTS AND EXHIBITS

(d)

Exhibits.
The following exhibit is furnished in accordance with the provisions of Item 601 of Regulation S-B:

Exhibit
Number
10.1


Description
Extension to HSBC Credit Facility



SIGNATURES


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.


TOR MINERALS INTERNATIONAL, INC.
_____________________
(Registrant)


Date:  May 21, 2012

/s/ BARBARA RUSSELL

Barbara Russell
Chief Financial Officer

 

EXHIBIT INDEX

Exhibit
Number
10.1


Description
Extension to HSBC Credit Facility

2


 

EX-10 2 exhibit10.htm EXHIBIT 10.1 Exhibit 10.1

EXHIBIT 10.1

 

PRIVATE AND CONFIDENTIAL

 

 

TOR MINERALS (M) SDN BHD
No 4 ½ Miles Lahat Road
30200 Ipoh
Perak

Dear Sirs,

Banking Facility(ies) ("Facilities")

Customer No. 383-136280

We have completed our review of your existing Facilities stated below and are pleased to advise you that we agree to continue providing the Facilities for a further period subject to all the terms and conditions contained in the prior documentation and contained herein (collectively, "Terms and Conditions"). Your continued utilization of the Facilities shall be deemed to be your acceptance of the Terms and Conditions.

and the giving of the confirmation(s) contained in Appendix 1 hereto.

The Facilities are subject to review at any time, in any event by April 2013.

The Facilities are subject always to the Bank's customary overriding right of suspension, withdrawal and repayment on demand. The Terms and Conditions may also allow the Bank to cease providing the Facilities to you.

Please send us two signed/certified copies of your next set of audited account or where they are out of date (more than 6 months), updated management accounts are to be submitted before the review date mentioned above.

Facilities

 

Limit (RM)

Overdraft

500,000.00 

Term Loan

3,500,000.00 

Bank Guarantees

500,000.00 

Import/Export Line # consisting of:

6,460,000.00 

Documentary credits

(120 days)

(6,460,000.00)

Bankers Acceptance Import

(120 days)

(6,460,000.00)

Bankers Acceptance Export

(120 days)

(2,500,000.00)

Loans Against Imports

(120 days)

(6,460,000.00)

Foreign Currency Loans against Imports

(120 days)

(6,460,000.00)

Loans Against Imports

(120 days)

(6,460,000.00)

Export Credit Refinancing Scheme (Pre/Post Shipment)

(120 days)

(2,500,000.00)

Total Gross Foreign Exchange Contract Limit
(inclusive of marked-to-market losses incurred from time to time)

5,000,000.00 

# Combined Limits interchangable with total outstanding not exceeding
   RM6,460,000.00 for Import Line and RM2,500,000.00 for Export Line



Purpose: 

Overdraft
Working capital requirements.

Term Loan
To finance upgrading of existing production line and capital expenditure.

Bank Guarantees
For issuance of security deposit-/tender-/performance- bonds and other guarantee requirements related to your business.

Import Line
To finance your imports and domestic purchases.

Export Line
To finance your exports and domestic sales.

Export Credit Refinancing Scheme (Pre/Post Shipment)
Pre-shipment ECR - as working capital for production of eligible goods for export.
Post-shipment ECR - to finance export sales of eligible goods on credit terms upon shipment.

Total Gross Foreign Exchange Contract Limit
(
inclusive of marked-to-market losses incurred from time to time)
Spot and forward foreign exchange contracts [and currency option transactions] to hedge against fluctuations in foreign exchange rates for your trade-related and other permitted transactions as we may agree to.

The Bank shall have no obligation to monitor or ensure the usage of the Facilities for their stated purpose(s). It shall have the right to recall the Facilities if not used for the purpose(s) stated.

The continuation of the Facilities are also subject to satisfactory conduct of your current accounts in accordance with guidelines issued by Bank Negara Malaysia and/or policies of the Bank or other financial institutions you have current accounts with from time to time. 

If there is any breach which may subject any of your current accounts (be it with the Bank or other financial institution) to closure, the Bank shall have the right to recall the Facilities. This is notwithstanding that your current account(s) with the Bank whether held solely or jointly with others are conducted satisfactorily.

The Bank may rely on information furnished by the Credit Bureau established by Bank Negara Malaysia for information whether any of your current accounts have become liable to closure. 

Reliance by the Bank on such information shall not subject it to any liability to you or other parties should there be inaccuracy in such information unknown to the Bank.



We are pleased to be of assistance to you and look forward to the development of a mutually beneficial and lasting banking relationship including your opening and/or maintaining your main working capital / operating account with us. Should you have any query, please do not hesitate to contact our Lim Jit Foo at telephone no. 05-5226332.

Yours faithfully,

for and on behalf of

HSBC Bank Malaysia Berhad

  

 

Relationship Manager

APPENDIX 1

Customer's Confirmation(s)

1.         ECM 2 of the Exchange Control Notices

We confirm that all our FEX transactions shall be to hedge underlying trade transactions and other permitted purposes, and not for speculative purposes, and shall be in compliance with Malaysian Exchange Control Regulations, and supported by appropriate documentation which may be required by the Bank.  We confirm that where we enter into any FEX transaction, we shall do so in reliance only upon our own judgment and assessment and obtain our own independent advice, and not in reliance on any advice of the Bank or its personnel in accordance with Section 7 of IFEMA terms.

                                                  *** End of Appendix 1 ***