0000913760-16-000210.txt : 20160108 0000913760-16-000210.hdr.sgml : 20160108 20160108170129 ACCESSION NUMBER: 0000913760-16-000210 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160105 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20160108 DATE AS OF CHANGE: 20160108 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTL FCSTONE INC. CENTRAL INDEX KEY: 0000913760 STANDARD INDUSTRIAL CLASSIFICATION: [6221] IRS NUMBER: 592921318 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-36045 FILM NUMBER: 161333902 BUSINESS ADDRESS: STREET 1: 708 THIRD AVENUE STREET 2: SUITE 1500 CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 212-485-3500 MAIL ADDRESS: STREET 1: 708 THIRD AVENUE STREET 2: SUITE 1500 CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL ASSETS HOLDING CORP DATE OF NAME CHANGE: 19931020 8-K 1 a8-kxjpmxratesamendment.htm 8-K 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 Exchange Act of 1934

Date of report: January 8, 2016
Date of earliest event reported: January 5, 2016

INTL FCStone Inc.
(Exact Name of Registrant as Specified in Charter)

Delaware
000-23554
59-2921318
(State or Other Jurisdiction of Incorporation)
(Commission File No.)
(IRS Employer Id. No.)
708 Third Avenue, Suite 1500, New York, New York
10017
(Address of Principal Executive Offices)
(Zip Code)

Registrant's telephone number, including area code:  (212) 485-3500

(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))








Item 1.01. Entry into a Material Definitive Agreement
On January 5, 2016, INTL FCStone Financial Inc. ("INTL FCStone Financial"), a direct wholly-owned subsidiary of INTL FCStone Inc., entered into an Amendment to Secured Clearance Advance Facility Agreement with JPMorgan Chase Bank, N.A., pursuant to which at the request of INTL FCStone Financial the amount available under the facility was decreased from $35 million to $25 million and the termination date was extended from January 4, 2016 to June 30, 2016. The facility will continue to be used in support of INTL FCStone Financial's activities and is secured by certain of INTL FCStone Financial's assets.
The description in this report of the Amendment to Secured Clearance Advance Facility Agreement (the "Amendment") does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment. A copy of the Amendment is attached to this report as Exhibit 10.1 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 above in Item 1.01 regarding the Amendment is hereby incorporated into Item 2.03(a) by reference.

Item 9.01. Financial Statements and Exhibits.

(d)    Exhibits.
The following exhibits are filed herewith:
Exhibit No.
 
Description of Document
10.1
 
Amendment to Secured Clearance Advance Facility Agreement entered into as of January 5, 2016, by and between INTL FCStone Financial Inc. as Customer and JPMorgan Chase Bank, N.A.

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.
Date: January 8, 2016
INTL FCStone Inc.
By: /s/ Brian T. Sephton________________________
Brian T. Sephton, its Chief Legal & Governance Officer

Exhibit Index
Exhibit No.
 
Description of Document
10.1
 
Amendment to Secured Clearance Advance Facility Agreement entered into as of January 5, 2016, by and between INTL FCStone Financial Inc. as Customer and JPMorgan Chase Bank, N.A.




EX-10.1 2 exhibitforjpm-ratesamendme.htm EXHIBIT 10.1 Exhibit



AMENDMENT TO
SECURED CLEARANCE ADVANCE FACILITY AGREEMENT
  
     This AMENDMENT, dated as of January 5, 2016 (this “Amendment”), to that certain Amended and Restated Secured Clearance Advance Facility Agreement, dated as of January 2, 2015 (as amended further from time to time, the “SCAF Agreement”), between INTL FCSTONE FINANCIAL INC (the “Customer”) and JPMorgan Chase Bank, N.A. (“JPMCB” and, together with the Customer, the “Parties”), is entered into between the Customer and JPMCB.

WHEREAS the Parties have entered into the SCAF Agreement, and
WHEREAS, the Parties wish to amend the SCAF Agreement as set forth below;
ACCORDINGLY, in consideration of the foregoing and the mutual agreements herein contained, the Parties hereby agree as follows:
1.
Section 1 (Definitions) of the SCAF Agreement shall be amended as follows:
(a)
“Commitment Amount” means $25,000,000.00; as such amount may be changed from time to time pursuant to Section 5(d) of this Agreement.

(b)
“Commitment Termination Date” means June 30, 2016 unless extended in writing by the Customer and JPMCB no later than 30 calendar days (or such shorter period as may be agreed to by JPMCB in its sole discretion) before the Commitment Termination Date then in effect, in which case the “Commitment Termination Date” shall be such extended date; provided that the effectiveness of any such extension shall be subject to (a) no Default having occurred and being continuing, (b) the satisfaction of certain other conditions specified by JPMCB in its sole discretion and (c) such changes to the terms and conditions of this Agreement as are satisfactory to JPMCB in its sole discretion

2.
Section 9 (Fees) of the SCAF Agreement shall be amended by replacing the reference to “7 basis points (0.07%)” on the third line thereof with “33 basis points (0.33%)”.

3.
Effectiveness. Sections 1 and 2 of this Amendment shall be effective as of January 5, 2016.

4.
Miscellaneous

a.
This Amendment may be executed and delivered in counterparts (through facsimile transmission or otherwise in writing), each such counterpart shall be deemed an original, and all such counterparts, together, shall constitute a single agreement.

b.
This Amendment constitutes the entire agreement of the Parties with respect to its subject matter and supersedes all oral communications and prior writings with respect thereto. Upon execution and delivery of this Amendment, the SCAF Agreement shall be modified and amended in accordance with the terms herein and shall continue in full force and effect.

c.
This Amendment shall be construed and interpreted in accordance with the internal laws of the State of New York without giving effect to the conflict of laws principles thereof, except that the foregoing shall not reduce any statutory right to choose New York law or forum.






d.
The headings used in this Amendment are for convenience of reference only and are not to affect the construction of or to be taken into consideration in interpreting this Amendment.IN WITNESS WHEREOF, the Parties have executed this Amendment as of the date first above written.




JPMORGAN CHASE BANK, N.A.            INTL FCSTONE FINANCIAL INC                                             
By: /s/ Michael Katz                     By: /s/ Xuong Nguyen                        
Name:    Michael Katz                Name:    Xuong Nguyen
Title:    ED                    Title:    Chief Operating Officer

                            INTL FCSTONE FINANCIAL INC                                             
                            By: /s/ Tricia Harrod                        
                             Name:    Tricia Harrod
Title:    Chief Risk Officer