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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 10, 2005
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AMCOL INTERNATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 0-15661 36-0724340
State of Other Jurisdiction Commission I.R.S. Employer
of Incorporation File Number Identification Number
One North Arlington, 1500 West Shure Drive, Suite 500
Arlington Heights, IL 60004-7803
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (847) 394-8730
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:
[ ] 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))
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CONFORMED COPY
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On November 10, 2005, AMCOL International Corporation (the "Company") and
some of its wholly owned subsidiaries entered into a Credit Agreement with each
of the following financial institutions which are named therein as Lenders,
Harris N.A., Wells Fargo Bank, N.A., Bank of America, N.A. and the Northern
Trust Company, as Syndication Agent, Wells Fargo Bank N.A., as Documentation
Agent, Bank of America, N.A. and as Administrative Agent, Harris N.A. This new
credit facility replaced the Company's existing $100.0 million unsecured line of
credit with a $120.0 million unsecured line of credit, which can be increased to
$175.0 million with Lenders approval. The new credit facility is available to
refinance existing debt and for general working capital purposes. Under the
terms of the agreement, the Company pays a variable rate of interest and a
commitment fee based on the Company's ratio of Total Senior Funded Debt to
EBITDA. For loans denominated in Euros, the Company pays an additional
percentage based on LIBOR. This new Credit Agreement expires on October 31,
2010, and contains restrictive covenants substantially the same as under the
Company's previous credit facility, including financial covenants relating to
maintenance of leverage ratios.
ITEM 1.02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT.
The disclosure provided in Item 1.01 of this Form 8-K is hereby
incorporated by reference into this Item 1.02. On November 10, 2005, in
connection with the credit facility described in Item 1.01, the Company
terminated its Credit Agreement dated October 31, 2003 with the following
financial institutions which are named therein as Lenders, Harris Trust and
Savings Bank, Wells Fargo Bank, N.A., Bank of America, N.A. and the Northern
Trust Company, as Documentation Agent, Wells Fargo Bank, N.A. and as
Administrative Agent, Harris Trust and Savings Bank. Under the terms of this
credit facility, the Company paid a variable rate of interest and a commitment
fee based on its ratio of Total Senior Funded Debt to EBITDA. For loans
denominated in Euros, the Company paid an additional percentage based on LIBOR.
This credit facility contained restrictive covenants including financial
covenants relating to maintenance of leverage ratios. This credit facility was
scheduled to mature on October 31, 2006.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
10.1 Credit Agreement dated November 10, 2005 between AMCOL
International Corporation and financial institutions named
therein as Lenders, Harris N.A., Wells Fargo Bank, N.A., Bank of
America, N.A. and the Northern Trust Company, as Syndication
Agent, Wells Fargo Bank N.A., as Documentation Agent, Bank of
America, N.A. and as Administrative Agent, Harris N.A.
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 hereunto duly authorized.
AMCOL INTERNATIONAL CORPORATION
Date: November 15, 2005 By: /s/ Gary L. Castagna
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Gary L. Castagna
Senior Vice President and
Chief Financial Officer