UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): JULY 13, 2007
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TAL INTERNATIONAL GROUP, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 333-126317 20-1796526
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
100 MANHATTANVILLE ROAD
PURCHASE, NEW YORK 10577-2135
(Address of Principal Executive Offices, including Zip Code)
TELEPHONE: (914) 251-9000
(Registrant's Telephone Number, Including Area Code)
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 any of the
following provisions:
[_] 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 July 13, 2007, TAL International Container Corporation, a wholly owned
subsidiary of TAL International Group, Inc., Fortis Capital Corp., as agent and
the lenders party thereto, entered into an Amendment No. 1 ("Amendment") to the
Credit Agreement dated July 31, 2006 (the "Finance Lease Facility") which
supports TAL's finance lease business. The Amendment removed the minimum
tangible net worth financial covenant, changed the definition of "Permitted
Dividend" and removed a restriction on the aggregate amount of dividends payable
to permit the payment of any dividend as long as no Designated Event of Default
has occurred. The effective date of the Amendment is January 1, 2007.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
10.47 Amendment No.1 dated July 13, 2007 to Credit Agreement, dated as
of July 31, 2006, by and among TAL International Container
Corporation, Fortis Capital Corp. and the Lenders party thereto.
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.
TAL International Group, Inc.
Dated: July 17, 2007 By: /s/ Jeffrey M. Casucci
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Name: Jeffrey M. Casucci
Title: Vice President
INDEX TO EXHIBITS
EXHIBIT DESCRIPTION
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10.47 Amendment No.1 dated July 13, 2007 to Credit Agreement, dated as
of July 31, 2006, by and among TAL International Container
Corporation, Fortis Capital Corp. and the Lenders party thereto.
