Form 8-K BRUNSWICK CORP For: Jun 30
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E-mailUNITED STATES
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): June 30, 2016
BRUNSWICK CORPORATION
(Exact Name of Registrant Specified in Charter)
Delaware | 001-01043 | 36-0848180 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||
1 N. Field Court Lake Forest, Illinois | 60045-4811 | |
(Address of Principal Executive Offices) | (Zip Code) | |
Registrant’s telephone number, including area code: (847) 735-4700
N/A
(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))
Item 1.01. | Entry into a Material Definitive Agreement. |
On June 30, 2016, Brunswick Corporation (the “Company”) entered into an Amended and Restated Credit Agreement (the “Credit Facility”) with certain wholly-owned subsidiaries of the Company and lenders as parties, and JPMorgan Chase Bank, N.A. as administrative agent. The Credit Facility amends and restates the Company’s existing credit agreement, dated as of March 21, 2011, as amended and restated as of June 26, 2014 (the “Prior Credit Agreement”). Like the Prior Credit Agreement, the Credit Facility provides for the same $300,000,000 facility with capacity to add $100,000,000 of additional commitments, but amends the Prior Credit Agreement in certain respects, including, among other things:
• | Extending the maturity date to June 30, 2021, with up to two one-year extensions available. |
• | Eliminating provisions that require the Company and the subsidiary guarantors to provide collateral. |
• | Providing for (1) a minimum interest coverage ratio of 3.00 to 1.00 and (2) a maximum leverage ratio of 3.50 to 1.00. |
• | Modifying certain negative covenants, otherwise largely consistent with the Prior Credit Agreement, including the elimination of certain customer finance program obligation covenants. |
• | Adding the ability to borrow in certain foreign currencies. |
This description of the Credit Facility is only a summary of material changes from the Prior Credit Agreement.
Item 7.01. | Regulation FD Disclosure. |
The news release announcing this matter is furnished as Exhibit 99.1 and incorporated by reference herein. The information in this Item 7.01 and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.
Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits:
Exhibit No. Description of Exhibit
99.1 | News Release, dated June 30, 2016 of Brunswick Corporation, announcing the execution of the Amended and Restated Credit Agreement. |
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.
BRUNSWICK CORPORATION | |||
Dated: June 30, 2016 | By: | /S/ WILLIAM L. METZGER | |
William L. Metzger | |||
Senior Vice President and Chief Financial Officer | |||
EXHIBIT INDEX:
Exhibit No. | Description of Exhibit | |
99.1 | News Release, dated June 30, 2016, of Brunswick Corporation, announcing the execution of the Amended and Restated Credit Agreement. | |
|  |
Brunswick Corporation 1 N. Field Court Lake Forest, IL 60045 | |
Telephone 847.735.4700 Facsimile 847.735.4750 | |
www.brunswick.com | |
Brunswick announces amendment
to revolving credit facility
LAKE FOREST, Ill., June 30, 2016 - Brunswick Corporation (NYSE: BC) announced today that it and a group of financial institutions have amended and extended the Company’s revolving credit facility. The extended facility will be in effect through June 2021, and remains at $300 million providing Brunswick more favorable terms in light of its strong operating performance and credit profile.
Brunswick believes the amended facility provides adequate levels of credit availability and supplements its current strong cash position as well as offers the Company increased flexibility. The new terms eliminate all security provisions and ease certain financial covenants.
“The terms of the amended revolver are commensurate with those of an investment grade company, recognizing our stronger balance sheet and solid operating performance,” explained Brunswick Senior Vice President and Chief Financial Officer William L. Metzger. Brunswick was recently upgraded to investment grade (Baa3) by Moody’s Investors Service.
There are no current borrowings under the facility; however, previously issued letters of credit total approximately $4 million. JPMorgan Chase Bank, N.A.; Merrill Lynch, Pierce, Fenner & Smith Incorporated; and Wells Fargo Securities, LLC led the syndication group for the amended and extended facility.
Additional information concerning the revolving credit facility can be found in the Current Report on Form 8-K filed today by the Company.
Joint venture agreement also modified
In addition to the amended credit facility, Brunswick Financial Services has agreed with Wells Fargo Commercial Distribution Finance to amend the terms of its joint venture agreement. The amendment will synchronize the leverage coverage covenants among the respective joint venture and credit facility agreements. The joint venture, Brunswick Acceptance Company (BAC), began operations in 2003, with the terms of the current agreement in effect through 2019. BAC provides wholesale floor plan financing for qualifying Brunswick marine dealers.
About Brunswick
Headquartered in Lake Forest, Ill., Brunswick Corporation’s leading consumer brands include Mercury and Mariner outboard engines; Mercury MerCruiser sterndrives and inboard engines; MotorGuide trolling motors; Attwood, Garelick and Whale marine parts and accessories; Land 'N' Sea, Kellogg Marine, Diversified Marine, BLA and Bell RPG parts and accessories distributors; Bayliner, Boston Whaler, Brunswick Commercial and Government Products, Crestliner, Cypress Cay, Harris, Lowe, Lund, Meridian, Princecraft, Quicksilver, Rayglass, Sea Ray, and Uttern; Life Fitness, Hammer Strength, Cybex and SCIFIT fitness equipment; InMovement products and services for productive well-being; and Brunswick billiards tables, accessories and game room furniture. For more information, visit http://www.brunswick.com.
Contact: Bruce J. Byots |
Vice President - Corporate and Investor Relations |
Phone: 847-735-4612 |
Email: [email protected] |
Contact: Daniel Kubera |
Director - Media Relations and Corporate Communications |
Phone: 847-735-4617 |
Email: [email protected] |
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