8-K

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): July 1, 2009

NEENAH ENTERPRISES, INC.

(Exact name of registrant as specified in its charter)

DELAWARE
(State or other jurisdiction of
incorporation) 000-52681
(Commission File Number) 25-1618281
(IRS Employer Identification
No.)

2121 BROOKS AVENUE
P.O. BOX 729
NEENAH, WISCONSIN 54957
(Address of Principal executive offices, including Zip Code)

(920) 725-7000
(Registrant’s telephone number, including area code)

NOT APPLICABLE
(Former name or former address, if changed since last report)

NEENAH FOUNDRY COMPANY

(Exact name of registrant as specified in its charter)

WISCONSIN
(State or other jurisdiction of
incorporation) 333-28751
(Commission File Number) 39-1580331
(IRS Employer Identification
No.)

2121 BROOKS AVENUE
P.O. BOX 729
NEENAH, WISCONSIN 54957
(Address of Principal executive offices, including Zip Code)

(920) 725-7000
(Registrant’s telephone number, including area code)

NOT APPLICABLE
(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:

o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o     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 July 1, 2009, Neenah Foundry Company (the “Company”) entered into an agreement (the “Deferral Agreement”) with Tontine Capital Partners, L.P. (“Tontine”), the sole holder of its 12 ¹/2% Senior Subordinated Notes Due 2013 (the “12 ¹/2% Notes”), to allow the Company to defer the entire semi-annual interest payment due on July 1, 2009 in respect of the 12 ¹/2% Notes until on or before the maturity date of the 12 ¹/2% Notes. The amount of the interest payment due on July 1, 2009 that the Company has deferred pursuant to the Deferral Agreement is approximately $4.7 million, which does not include the amount previously deferred in connection with the interest payment due January 1, 2009. The Deferral Agreement does not affect any interest payment other than the interest payment due on July 1, 2009, and the Company must pay interest on the entire amount of deferred interest at the rate of 12 ¹/2% per annum.

     A copy of the Deferral Agreement is attached hereto as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item. 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

     The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.

Item 7.01. Regulation FD Disclosure

     A copy of the press release announcing entry into the Deferral Agreement is attached hereto as Exhibit 99.1 and is furnished in its entirety pursuant to this Item 7.01.

     The information contained in, or incorporated by reference into this Item 7.01, including the press release attached hereto as Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit
No.	Description
10.1	Letter Agreement, dated July 1, 2009, between Tontine Capital Partners, L.P. and Neenah Foundry Company
99.1	Press Release, dated July 2, 2009

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SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.

	NEENAH ENTERPRISES, INC.
Date: July 2, 2009	/s/ Robert E. Ostendorf, Jr.
	Name:	Robert E. Ostendorf, Jr.
	Title:	President and Chief Executive Officer
	NEENAH FOUNDRY COMPANY
Date: July 2, 2009	/s/ Robert E. Ostendorf, Jr.
	Name:	Robert E. Ostendorf, Jr.
	Title:	President and Chief Executive Officer

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EXHIBIT INDEX

Exhibit
No.	Description
10.1	Letter Agreement, dated July 1, 2009, between Tontine Capital Partners, L.P. and Neenah Foundry Company
99.1	Press Release, dated July 2, 2009

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EX-10.1

Exhibit 10.1

Tontine Capital Partners, L.P.
55 Railroad Avenue, 1st Floor
Greenwich, CT 06830

July 1, 2009

Neenah Foundry Company
2121 Brooks Avenue
Neenah, WI 54957

     Re: 12¹/2% Senior Subordinated Note due 2013

Ladies and Gentlemen:

     Reference is made to the 12¹/2% Senior Subordinated Note due 2013 (the “Note”) issued by Neenah Foundry Company, a Wisconsin corporation (the “Company”), to Tontine Capital Partners, L.P. (“Tontine”). Capitalized terms used but not defined herein shall have the respective meanings set forth in the Note.

     Pursuant to Paragraph 2 of the Note, the Company is entitled to defer the payment of a portion of the interest due under the Note on a given interest payment date at a rate of up to 7.5% per annum. Notwithstanding the limitation on the amount of interest under the Note that may be deferred pursuant to Paragraph 2 thereof, Tontine hereby consents to the Company’s deferral of the entire interest payment due under the Note on July 1, 2009 (the “July 2009 Interest Payment”) and the Company and Tontine acknowledge and agree that (a) the July 2009 Interest shall be considered a “Deferred Interest Payment” as defined in Paragraph 2 of the Note, and (b) all of the provisions of the Note relating to any Deferred Interest Payment shall apply with respect to such July 2009 Interest Payment.

     For the avoidance of doubt, the foregoing consent and this letter shall not be construed in any manner to apply to any interest payment due under the Note after July 1, 2009. This consent does not, and shall not be deemed to release, waive, amend, restate or otherwise modify in any manner any of the terms, conditions, or provisions of the Note, all of which the Company hereby (i) confirms are in full force and effect and are enforceable in accordance with their respective terms; and (ii) ratifies and affirms in all respects. The Company represents and warrants that no event has occurred and no condition exists which would, upon or after the execution and delivery of this consent, constitute an Event of Default under the Note or the Indenture. All the Company’s Obligations under the Note shall in all respects be continuing and this consent shall not be deemed to evidence or result in a novation or repayment and re-borrowing of such Obligations.

[Remainder of page intentionally left blank]

     If you are agreement with the foregoing, please execute a counterpart of this letter and return it to me by fax at (203) 769-2010.

Very truly yours, TONTINE CAPITAL PARTNERS, L.P.
By:	/s/ Jeffrey L. Gendell
	Name:
	Title:

Acknowledged and agreed as of the
1^st day of July, 2009

NEENAH FOUNDRY COMPANY

By:	/s/ Robert E. Ostendorf
	Name:	Robert E. Ostendor
	Title:	CEO/President

EX-99.1

Exhibit 99.1

Neenah Foundry Company Makes Interest Payment on Senior Secured Notes;
Defers Interest Payment on Senior Subordinated Notes;
Continues to Enhance Operational Efficiency

NEENAH, WI, July 2, 2009 /PRNewswire/ — Neenah Enterprises, Inc. and Neenah Foundry Company (the “Company”) announced today that the Company has made the interest payment due July 1, 2009 on its 9 ¹/2% Senior Secured Notes due 2017 and has entered into an agreement with Tontine Capital Partners, L.P., the sole holder of its 12 ¹/2% Senior Subordinated Notes due 2013, to allow the Company to defer the entire semi-annual interest payment due July 1, 2009. The agreement with Tontine does not affect future interest payments, and the Company must pay interest on the entire amount of the interest deferred at the rate of 12 ¹/2% per annum.

Following the payment of interest on the 9 ¹/2% Notes on July 1, 2009, the Company anticipates that unused availability under its 2006 Credit Facility will remain below the $15.0 million threshold applicable to its “springing” financial covenant for three business days during the fourth quarter of fiscal 2009. As a result, the Company expects that it will be required to measure the minimum fixed charge coverage ratio set forth in its 2006 Credit Facility when its financial results for the 2009 fiscal year are completed.

The Company also announced that it has engaged Rothschild Inc. as its financial advisor to assist the Company in further enhancing its liquidity position.

“The Company is encouraged by the progress that it has made in streamlining its operations and reducing expenses to address the challenging economic environment that its industry is facing. We believe these recent initiatives have helped to provide the Company with sufficient liquidity to fund our operations going forward,” said Bob Ostendorf, Neenah’s President and CEO. He added “In addition, the deferral of the entire July 1 interest payment under the 12 ¹/2% Notes will improve the Company’s near-term liquidity position. With this interest deferral and the engagement of Rothschild to assist the Company in further enhancing its overall liquidity, the Company believes it will be well positioned to leverage its streamlined operations as general economic conditions improve.”

About Neenah Enterprises, Inc. and Neenah Foundry Company

Neenah Enterprises, Inc. is the indirect parent holding company of Neenah Foundry Company. Neenah Foundry Company and its subsidiaries manufacture and market a wide range of iron castings and steel forgings for the heavy municipal market and selected segments of the industrial markets. Neenah is one of the largest independent foundry companies in the United States, with substantial market share in the municipal and various industrial markets for gray and ductile iron castings and forged steel products. Additional information about Neenah is available on the Company’s web site at www.nfco.com.

Forward-Looking Statements

This press release may be viewed to contain forward-looking statements. These statements are based on the Company’s current expectations and involve risks and uncertainties that could cause actual results and events to differ materially from those described in the statements. The words “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates” and similar expressions are generally intended to identify forward-looking statements. Factors that could cause our results to differ materially from current expectations include those referenced in the Company’s Form 10-K for the year ended September 30, 2008 or subsequent SEC filings and include factors relating to the potential impact of covenants in the Company’s credit facilities and the Company’s ability to raise additional capital. You should not place undue reliance on these forward-looking statements, which reflect the Company’s opinions only as of the date of this press release. The Company undertakes no obligation to publicly release any revisions to the forward-looking statements after the date of this press release.

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