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):December 21, 2016
| HANDY & HARMAN LTD. |
| (Exact name of registrant as specified in its charter) |
| | | |
| Delaware | 1-2394 | 13-3768097 |
(State or Other Jurisdiction
of Incorporation) | (Commission
File Number) | (IRS Employer
Identification No.) |
| | | |
| 590 Madison Avenue, 32nd Floor, New York, New York | 10022 |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s Telephone Number, Including Area Code:(212) 520-2300
| 1133 Westchester Avenue, Suite N222, White Plains, New York |
| (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 December 21, 2016, Handy & Harman Group Ltd. (“HNH Group”), a wholly-owned subsidiary of Handy & Harman Ltd., and certain subsidiaries of HNH Group, entered into a fourth amendment (the “Fourth Amendment”) to its Amended and Restated Credit Agreement (the “Credit Agreement”), dated as of August 29, 2014, with PNC Bank, National Association, in its capacities as administrative agent and collateral agent for the lenders thereunder, to, among other things, consent to entering into a precious metal consignment arrangement by Lucas Milhaupt, Inc., a wholly-owned subsidiary of HNH Group, with The Bank of Nova Scotia, as consignor, and permit the loan parties under the Credit Agreement to enter into certain additional factoring arrangements on the same conditions upon which such arrangements are already permitted under the Credit Agreement for HNH Group.
The foregoing description of the Fourth Amendment is a summary, does not purport to be complete and is qualified in its entirety by reference to the full text of the Fourth Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K, and the information contained therein is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits | |
| | | |
| | Exhibit No. | Exhibits |
| | | |
| | 10.1 | Fourth Amendment, dated as of December 21, 2016, to the Amended and Restated Credit Agreement, dated as of August 29, 2014, by and among Handy & Harman Group Ltd., certain of its subsidiaries as guarantors, PNC Bank, National Association, in its capacity as agent acting for the financial institutions party thereto as lenders, and the financial institutions party thereto as lenders. |
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.
| | HANDY & HARMAN LTD. |
| | |
| | |
| | |
| Dated: December 22, 2016 | By: | /s/ Douglas Woodworth |
| | Name: | Douglas Woodworth |
| | Title: | Chief Financial Officer |
