-----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, J1cmESmDo7Z3dNjxGPfqxAdLUQj/MjJ9vYpGX8AeXWuSQ881+qJY+xkepC1sEl6J 8rfpm+D/J+k+vvwrBZfH0Q== 0000950152-07-007295.txt : 20070831 0000950152-07-007295.hdr.sgml : 20070831 20070831160130 ACCESSION NUMBER: 0000950152-07-007295 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070827 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20070831 DATE AS OF CHANGE: 20070831 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TECUMSEH PRODUCTS CO CENTRAL INDEX KEY: 0000096831 STANDARD INDUSTRIAL CLASSIFICATION: AIR COND & WARM AIR HEATING EQUIP & COMM & INDL REFRIG EQUIP [3585] IRS NUMBER: 381093240 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-00452 FILM NUMBER: 071094591 BUSINESS ADDRESS: STREET 1: 100 E PATTERSON ST CITY: TECUMSEH STATE: MI ZIP: 49286 BUSINESS PHONE: 5174238411 MAIL ADDRESS: STREET 1: 100 EAST PATTERSON STREET CITY: TECUMSEH STATE: MI ZIP: 49286 8-K 1 k18301e8vk.txt CURRENT REPORT DATED AUGUST 27, 2007 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 (Date of earliest event reported): AUGUST 27, 2007 TECUMSEH PRODUCTS COMPANY - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) MICHIGAN 0-452 38-1093240 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 100 EAST PATTERSON STREET TECUMSEH, MICHIGAN 49286 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (517) 423-8411 (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 (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 August 27, 2007, we entered into an amendment to our domestic first lien credit agreement. We entered into the amendment in anticipation of closing the previously announced sale of the Residential & Commercial and Asia Pacific divisions of our Electrical Components business segment, which we expect will occur shortly. Among other things, the amendment: o allows us to escrow a portion of the proceeds to be received from the purchaser and subordinates the lenders' interest in the escrowed funds to the purchaser's interest; o permits us to carry out pre-closing restructuring arrangements necessary in order for the transaction to close; o deletes the minimum adjusted EBITDA and fixed charge coverage covenants for the third and fourth quarters of 2007; o imposes a new covenant requiring us to maintain a minimum of $50 million in credit availability under the agreement, after giving effect to the existing $10 million availability reserve, thus in effect requiring us to maintain a minimum of $60 million of credit availability; o gives us greater latitude to sell unneeded fixed assets; o reduces the lenders' total commitment from $250 million to $175 million; and o increases our interest rate by 0.25% per annum effective December 31, 2007. We paid the first lien lenders fees totaling $425,000 in connection with the amendment. Also on August 27, 2007, we received a waiver from our second lien lender that permits us to carry out the pre-closing restructuring arrangements needed to allow the sale to close. We did not pay any fee for the waiver. We intend to repay the second lien debt in full with proceeds from the sale and to apply the remaining proceeds (net of escrows and sale expenses) to pay down the first lien debt. 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. TECUMSEH PRODUCTS COMPANY Date: August 31, 2007 By /s/ James S. Nicholson ----------------------------------- James S. Nicholson Vice President, Treasurer and Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----