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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: October 30, 1998
STEEL HEDDLE MFG. CO.
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(Exact name of Registrant as specified in its charter)
Pennsylvania 333-61043 23-1120950
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification
incorporation) No.)
1801 Rutherford Road, Greenville, SC 29067
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(Address of principal executive offices) (Zip Code)
(864) 244-4110
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Registrant's telephone number, including area code
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(Former address, if changed since last report.)
Item 5. Other Events
On October 30, 1998, Millentex Investment Corporation ("Millentex")
and NationsBank, N.A. ("NationsBank") entered into an agreement (the "Joinder
Agreement") whereby Millentex became a guarantor under that certain credit
agreement, dated as of May 26, 1998, and as amended on May 28, 1998, by and
among the Registrant; Steel Heddle International, Inc. and Heddle Capital Corp.
(the "Guarantors"); NationsBank, N.A., Donaldson, Lufkin & Jenrette, BankBoston,
N.A., Bank Austria Creditanstalt Corporate Finance, Inc. and Wachovia, NA (the
"Lenders"); NationsBank, N.A. (the "Agent"); and DLJ Capital Financing, Inc.
(the "Syndication Agent") (the "Credit Agreement"). Pursuant to the Joinder
Agreement, Millentex jointly and severally, together with the other Guarantors
under the Credit Agreement, guarantees to each Lender and NationsBank the prompt
payment and performance of the Registrant's obligations as borrower in full when
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due under the Credit Agreement. By entering into the Joinder Agreement,
Millentex thereby became a party to the Credit Agreement and all other
agreements associated therewith.
Millentex, a Delaware corporation with its chief executive office
and place of business at 1801 Rutherford Road, Greenville, South Carolina 29607,
is a subsidiary of the Registrant, a Pennsylvania corporation.
On December 31, 1998, the Registrant, the Guarantors, the Lenders,
the Agent and the Syndication Agent entered into a second amendment to the
Credit Agreement (the "Second Amendment"). Pursuant to the Second Amendment,
certain financial covenants in Section 7.12 of the Credit Agreement,
specifically those regarding the interest coverage ratio, the senior leverage
ratio, the total leverage ratio, and the minimum consolidated EBITDA were
amended.
Attached and incorporated herein by reference in their entirety as
Exhibits 10.1 and 10.2, respectively, are copies of (i) the Joinder Agreement,
dated as of October 30, 1998, by and among Millentex Investment Corporation and
NationsBank, N.A. and (ii) the Second Amendment to the Credit Agreement, dated
as of December 31, 1998, by and among the Registrant, Steel Heddle
International, Inc., Heddle Capital Corp., NationsBank, N.A., Donaldson, Lufkin
& Jenrette, BankBoston, N.A., Bank Austria Creditanstalt Corporate Finance,
Inc., Wachovia, NA and DLJ Capital Financing, Inc.
Item 7(c) Exhibits
Exhibit
Number Description
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10.1 Joinder Agreement, dated as of October 30,1998,
by and between Millentex Investment Corporation
and NationsBank, N.A.
10.2 Second Amendment to the Credit Agreement, dated
as of December 31, 1998, by and among the
Registrant, Steel Heddle International, Inc.,
Heddle Capital Corp., NationsBank, N.A.,
Donaldson, Lufkin & Jenrette, BankBoston, N.A.,
Bank Austria Creditanstalt Corporate Finance,
Inc., Wachovia, NA and DLJ Capital Financing,
Inc.
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, thereto duly authorized.
STEEL HEDDLE MFG. CO.
(Registrant)
Date: 22 March 1999 By: /s/ Jerry B. Miller
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Name: Jerry B. Miller
Title: Chief Financial Officer
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
STEEL HEDDLE MFG. CO.
EXHIBIT
TO CURRENT REPORT ON
FORM 8-K DATED October 30, 1998
Commission File Number 333-61043
Exhibit Index
Exhibit
Number Description
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10.1 Joinder Agreement, dated as of October
30,1998, by and between Millentex Investment
Corporation and NationsBank, N.A.
10.2 Second Amendment to the Credit Agreement,
dated as of December 31, 1998, by and among
the Registrant, Steel Heddle International,
Inc., Heddle Capital Corp., NationsBank,
N.A., Donaldson, Lufkin & Jenrette,
BankBoston, N.A., Bank Austria
Creditanstalt Corporate Finance, Inc.,
Wachovia, NA and DLJ Capital Financing, Inc.