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): December 13, 2006
MWI VETERINARY SUPPLY, INC.
(Exact name of registrant as specified in its charter)
Delaware | | 000-51468 | | 02-0620757 |
(State or other jurisdiction of | | (Commission File | | (I.R.S. Employer |
Incorporation) | | Number) | | Identification No.) |
| | | | |
651 S. Stratford Drive, Suite 100, Meridian, ID | | 83642 |
(Address of principal executive offices) | | (Zip Code) |
(800) 824-3703
(Registrant’s telephone number, including area code)
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 December 13, 2006, MWI Veterinary Supply Co., (a wholly-owned subsidiary of MWI Veterinary Supply, Inc.) as borrower, entered into an unsecured credit agreement with MWI Veterinary Supply, Inc. and Memorial Pet Care, Inc., as guarantors (collectively, the “Company”), and Bank of America, N.A. and Wells Fargo Bank, N.A., (collectively, the “lenders”) for the provision of a revolving credit facility (the “facility”) for an aggregate amount of $70,000,000, with the right to increase the commitment of the lenders to $100,000,000. The agreement includes a $10,000,000 sublimit under the facility for the issuance of letters of credit. The facility has a maturity date of December 1, 2011 and a variable interest rate equal to the Daily LIBOR Floating Rate or the LIBOR 1-month fixed rate (at the Company’s option) plus a margin ranging from .7% to 1.25%.
The facility replaces the five-year Credit Agreement dated June 18, 2002 between MWI Veterinary Supply Co. and Bank of America, N.A. and requires compliance with certain financial covenants including (i) funded debt to earnings before interest, taxes and depreciation ratio; and (ii) a fixed charge coverage ratio, as well as other restrictive covenants.
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, thereunto duly authorized.
| | MWI VETERINARY SUPPLY, INC. |
| | |
Date: December 14, 2006 | By: | /s/ Mary Patricia B. Thompson | |
| | Mary Patricia B. Thompson |
| | Senior Vice President of Finance and
Administration, Chief Financial
Officer |
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