- Current report filing (8-K)
02 Dezembro 2008 - 4:42PM
Edgar (US Regulatory)
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): November 25, 2008
FLEETWOOD
ENTERPRISES, INC.
(Exact
Name of Registrant as Specified in its Charter)
|
Delaware
|
|
1-7699
|
|
95-1948322
|
|
(State
or Other
Jurisdiction
of
Incorporation)
|
|
(Commission
File Number)
|
|
(IRS
Employer
Identification
Number)
|
3125
Myers Street, Riverside, California 92503-5527
(Address
of Principal Executive Offices)
Registrant's
telephone number, including area code: (951) 351-3500
Not
Applicable
(Former
Name or Former Address, if Changed Since Last Report)
Check
the
appropriate box below if the Form 8-K 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))
INFORMATION
INCLUDED IN THIS REPORT
Item
1.01
Entry Into a Material Definitive Agreement.
The
Company’s senior secured credit facility with a syndicate of lenders led by Bank
of America, as agent, was amended as of November 26, 2008 to amend the
definition of the Company’s Minimum Liquidity covenant to require that liquidity
should not be less than Twenty-Five Million ($25,000,000) for a three day
consecutive period, amend the definition of the Company’s Borrowing Base to
include cash collateral and permit borrowing and liens against certain Life
Insurance Policies, subject to some restrictions. At such time that Company
borrows against the policies, the real estate sub-facility will be reduced
by $2
million. The amendment is filed herewith as Exhibit 10.1.
The
foregoing description of the Tenth Amendment to the credit agreement does not
purport to be complete and is qualified in its entirety by reference to the
Tenth Amendment, which is attached hereto as Exhibit 10.1, and is incorporated
herein by reference.
Item
2.02
Results of Operations and Financial Condition
On
November 25, 2008, Fleetwood Enterprises, Inc. (the “Company”) issued a news
release reporting the earnings results of the Company for its second quarter
ended October 26, 2008. A copy of the news release was previously filed
with Form 8-K on November 25, 2008. Also on November 25, 2008 the
Company held an investor conference call to discuss financial results for the
second quarter ended October 26, 2008.
A
transcript of the conference call is attached hereto as Exhibit 99.1 and
incorporated by reference herein. An audio replay of the conference call also
is
available at the Company’s website, www.fleetwood.com. Please see the headings
Investor Relations and Events/Conf. Calls to access this audio
replay.
The
information in this Current Report on Form 8-K, including the exhibit included
herewith is furnished pursuant to Item 2.02 and shall not be deemed to be filed
for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, or otherwise subject to the liabilities of that section.
Item
2.03
Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance
Sheet Arrangement of a Registrant.
See
Item
1.01 above.
Item
9.01
Financial Statements and Exhibits
(d)
Exhibits
|
Exhibit 10.1
|
Tenth
Amendment to Third Amended and Restated Credit Agreement
dated
as of November 26, 2008, by and among Fleetwood Enterprises,
Inc.,
Fleetwood Holdings, Inc. and its subsidiaries listed on the
signature
pages thereof, the banks and other financial institutions
signatory
thereto that are parties as Lenders (the “Lenders”), and
Bank
of America, N.A., as administrative agent for the
Lenders.
|
|
Exhibit 99.1
|
Transcript
of conference call reporting financial results
of
Fleetwood Enterprises, Inc. conducted on November 25,
2008.
|
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, as
amended,
the registrant has duly caused this report to be signed on its
behalf
by
the undersigned hereunto duly authorized.
Date:
December 2, 2008
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FLEETWOOD
ENTERPRISES, INC.
|
|
|
|
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By:
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/s/
Leonard J. McGill
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|
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Leonard
J. McGill
|
|
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Senior
Vice President, Corporate
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|
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Development,
General Counsel and
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|
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Secretary
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Index
to Exhibits
|
Exhibit 10.1
|
Tenth
Amendment to Third Amended and Restated Credit Agreement
dated
as of November 26, 2008, by and among Fleetwood Enterprises,
Inc.,
Fleetwood Holdings, Inc. and its subsidiaries listed on the
signature
pages thereof, the banks and other financial institutions
signatory
thereto that are parties as Lenders (the “Lenders”), and
Bank
of America, N.A., as administrative agent for the
Lenders.
|
|
Exhibit 99.1
|
Transcript
of conference call reporting financial results
of
Fleetwood Enterprises, Inc. conducted on November 25,
2008.
|
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