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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 30, 2008 (December 23, 2008)
BUTLER INTERNATIONAL, INC.
(Exact name of Registrant as specified in Charter)
| | | | |
MARYLAND | | 0-14951 | | 06-1154321 |
(State or other jurisdiction of
incorporation or organization) | | (Commission File No.) | | (I.R.S. Employer
Identification No.) |
200 E. Las Olas Boulevard, Suite 1730A, Fort Lauderdale, Florida 33301
(Address of Principal Executive Offices/Zip Code)
Registrant’s telephone number, including area code: (954) 761-2200
| 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: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)) |
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ITEM 1.01 | ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT |
On December 23, 2008, Butler Service Group, Inc. (“BSG”) and its affiliates, including Butler International, Inc. (the “Registrant”), entered into a Fourth Amendment to Forbearance Agreement in connection with the Third Amended and Restated Credit Agreement (“Fourth Amendment”) with General Electric Capital Corporation as Agent and Lender (“GECC”). The Fourth Amendment provides, among other matters, that GECC will until March 1, 2009, or the date upon which a Forbearance Default (as defined) occurs, forbear from the exercise of any of its rights and remedies arising out of certain Events of Default (as defined), that compliance with certain financial covenants will be waived until January 14, 2009 and that all parties agree to negotiate in good faith non financial covenants prior to January 15, 2009. BSG paid a fee of $100,000 in connection with the Fourth Amendment and an additional fee of $125,000 will be paid on the Commitment Termination Date.
The foregoing description of the Fourth Amendment is not, and does not purport to be, complete and is qualified in its entirety by reference to a copy of the Fourth Amendment filed as Exhibit 10.1 hereto and incorporated herein in its entirety by this reference.
ITEM 2.03 | CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT |
The information set forth under Item 1.01 of this report is incorporated herein by reference.
ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
| (c) | Not applicable. |
| (d) | The exhibits listed below are being furnished pursuant to Item 9.01. |
Exhibit Number | Description |
10.1 | Fourth Amendment to Forbearance Agreement, dated as of December 23, 2008, by and among Butler Service Group, Inc., certain of its affiliates, and GECC in its individual capacity and as agent for the Lenders. |
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: December 30, 2008 | BUTLER INTERNATIONAL, INC. |
SVP, Finance & Accounting
BUTLER INTERNATIONAL, INC.
EXHIBIT LIST
Exhibit Number | Description |
