UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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):
April 28, 2009
Wabash National Corporation
(Exact name of registrant as specified in its charter)
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Delaware
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1-10883
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52-1375208 |
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(State or other
jurisdiction
of incorporation)
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(Commission
File No.)
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(IRS Employer
Identification No.) |
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1000 Sagamore Parkway South |
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Lafayette, Indiana
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47905 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code:
(765) 771-5310
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
INFORMATION TO BE INCLUDED IN THE REPORT
Section 1 Registrants Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On April 28, 2009, Wabash National Corporation (the Company) entered into a Forbearance
Agreement and Third Amendment to Second Amended and Restated Loan and Security Agreement (the
Forbearance Agreement) with the lenders under the Companys Second Amended and Restated Loan and
Security Agreement (the Revolving Credit Facility). A copy of the Forbearance Agreement is
attached to this Current Report as Exhibit 10.1 and is incorporated in this report by reference.
The description of the Forbearance Agreement contained in this Current Report does not purport to
be complete and is qualified in its entirety by reference to the Forbearance Agreement.
Pursuant to the Forbearance Agreement, the lenders under the Revolving Credit Facility have
agreed to refrain from accelerating maturity of the Revolving Credit Facility due to specified
existing or anticipated events of default (the Existing and Anticipated Events of Default)
through the earlier of May 29, 2009 or the occurrence or existence of any event of default other
than the Existing and Anticipated Events of Default. The Existing and Anticipated Events of
Default covered by the Forbearance Agreement include: the Companys failure to deliver audited
financial statements for fiscal year 2008 by March 31, 2009; that the report of the Companys
independent registered public accounting firm accompanying the Companys audited financial
statements for fiscal year 2008 included an explanatory paragraph with respect to the Companys
ability to continue as a going concern; the Companys failure to deliver prompt written
notification of name changes of subsidiaries; the Companys failure to have a minimum fixed charge
coverage ratio of 1.1:1.0 when the available borrowing capacity under the Revolving Credit Facility
is below $30 million; and the Company requesting loans under the Revolving Credit Facility during
the existence of a default or event of default under the Revolving Credit Facility.
Pursuant to the Forbearance Agreement, an availability reserve of $22.5 million was also
established, which adjusts downward the previously announced $25 million availability reserve that
was implemented on April 1, 2009 by the administrative agent under the Revolving Credit Facility.
The Forbearance Agreement also required the Company to engage a consultant on behalf of the lenders
under the Revolving Credit Facility to evaluate the financial operations and conditions of the
Company and the potential restructuring of its business.
The Company expects to continue negotiations with its lenders on the terms of a comprehensive
amendment to the Revolving Credit Facility.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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Exhibit 10.1
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Forbearance Agreement and Third Amendment to Second Amended and Restated Loan and
Security Agreement |