Ohio | 34-1888342 | |
(State or Other Jurisdiction of | (I.R.S. Employer | |
Incorporation or Organization) | Identification No.) |
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act(17CFR240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act(17CFR240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act(17CFR240.13e-4(c))
Items to be Included in this Report
On June 1, 2005, Oglebay Norton Company, an Ohio corporation (the "Company" or "Parent"), entered into AMENDMENT NO. 1, dated as of June 1, 2005 (this "Amendment"), to the Financing Agreement, dated as of January 31, 2005 (the "Financing Agreement"), by and the Parent, each subsidiary of the Parent listed as a "Borrower" on the signature pages to the Financing Agreement (together with the Parent, each a "Borrower" and collectively, the "Borrowers"), each subsidiary of the Parent listed as a "Guarantor" on the signature pages to the Financing Agreement (each a "Guarantor" and collectively the "Guarantors", and together with the Borrowers, each a "Loan Party" and collectively, the "Loan Parties"), the lenders from time to time party thereto (each a "Lender" and collectively, the "Lenders"), Silver Point Finance, LLC, a Delaware limited liability company, as collateral agent and syndication agent for the Lenders and as lead arranger (in such capacities, together with its successors and assigns in such capacities, if any, the "Collateral Agent"), Wells Fargo Foothill, Inc., a California corporation, as administrative agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, if any the "Administrative Agent"), and JPMorgan Chase Bank and Bank of America, N.A, each as a documentation agent for the Lenders (in such capacity, together with their respective successors and assigns in such capacity, if any, each a "Documentation Agent" and collectively, the "Documentation Agents"). All terms used herein which are defined in the Financing Agreement and not otherwise defined herein shall have the meanings assigned to them in the Financing Agreement.
The following descriptions of this Amendment do not purport to be complete and are qualified in their entirety by reference to this Amendment, a copy of which is attached as Exhibit 10.1 to this Current Report, and incorporated herein by this reference:
1. The size of the Revolver, Term Loan A and Term Loan B did not change; however the interest rate payable thereon has been reduced such that the new rates are as follows:
On May 26, 2005, the Company announced that Michael J. Minkel was named to the new position of Senior Vice President, Operations. In this new position, Mr. Minkel will be responsible for all operational aspects of the Company's business as well as sales, marketing, and business development. Minkel has been a named executive for the Company since 2002, and in his new role, will continue to be a named executive.
Minkel was appointed Vice President, Marketing and Business Development of Oglebay Norton in July 2003. Prior to that, he served as Vice President of Sales and Marketing from November 2002; Vice President of Sales and Marketing for Oglebay Norton Specialty Minerals from 2000 until 2001; and General Manager-Kings Mountain Operations from 2001 until 2002. Prior to joining the Company, he was President of Exploration Computer Services, an Australian software and mining-consulting firm. Earlier in his career he held various positions in the na tural resource industry, including positions in coal exploration geology and mine planning, oil and gas software sales and consulting, and energy industry-related strategic information sales and consulting. Minkel holds a B.A. degree in geology from the University of Northern Iowa and is a graduate of the Oglebay Norton Leadership Development program at the Weatherhead School of Management at Case Western Reserve University.
A copy of the press release of the Company published on May 26, 2005, announcing this appointment, is attached as Exhibit 99.1 to this Current Report, and incorporated herein by this reference.
10.1 Amendment No. 1, dated June 1, 2005, to Financing Agreement , dated as of January 31, 2005, by and among the Company, certain of its subsidiaries, as borrowers, each subsidiary of the Company that is not a borrower, as guarantors (collectively, the "Loan Parties"), certain lenders from time to time party thereto, Silver Point Finance, LLC, a Delaware limited liability company, as collateral agent and syndication agent and as lead arranger, Wells Fargo Foothill, Inc., a California corporation, as administrative agent, and JPMorgan Chase Bank and Bank of America, N.A, each as a documentation agent.
99.1 Oglebay Norton Company Press Release, dated May 26, 2005, announcing the Appointment of Michael J. Minkel as Senior Vice President, Operations.
Oglebay Norton Company | ||||||||
Date: June 01, 2005. | By: | /s/ Julie A. Boland | ||||||
Julie A. Boland | ||||||||
Vice President, CFO and Treasurer | ||||||||
Exhibit No. | Description | |
EX-99.1 | Oglebay Norton Company Press Release, dated May 26, 2005, announcing the Appointment of Michael J. Minkel as Senior Vice President, Operations. | |
EX-10.1 | Amendment No. 1, dated June 1, 2005, to Financing Agreement |