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 21, 2008
CASH AMERICA INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Texas 1-9733 75-2018239
(State of incorporation) (Commission File No.) (IRS Employer
Identification No.)
1600 West 7th Street
Fort Worth, Texas 76102
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (817) 335-1100
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
The discussion in Item 2.03 is incorporated herein by
reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation
under an Off-Balance Sheet Arrangement of a Registrant
On November 21, 2008, Cash America International, Inc. (the "Company")
entered into a Credit Agreement (the "Term Loan Agreement") for a term credit
facility with Wells Fargo Bank, National Association, as Administrative Agent,
and the other lenders named in the Term Loan Agreement. The Term Loan Agreement
provides that the lenders may, at the request of the Company, make a single loan
(the "Term Loan") to the Company, in conjunction with and at the time of the
completion of the Company's proposed acquisition of an 80% ownership interest in
a pawnshop chain located in Mexico operating under the name of Prenda Facil. The
funding of the Term Loan is conditioned upon the completion of all documentation
and conditions required to complete the Company's acquisition of the 80%
ownership interest in Prenda Facil and other customary conditions. The funding
conditions must be satisfied on or before January 31, 2009. The Term Loan
Agreement matures on November 21, 2012 or such earlier date that the Term Loan
would be payable under the Term Loan Agreement. The Term Loan Agreement includes
representations, warranties and covenants related to the Prenda Facil
transaction and other representations and warranties that are substantially
similar to those included in the Company's First Amended and Restated Credit
Agreement dated as of February 24, 2005 among the Company, as the Borrower,
Wells Fargo Bank, National Association, as Administrative Agent, an L/C Lender
and Swing Line Lender, and the other lenders party thereto, as amended by the
First Amendment thereto dated as of March 16, 2007, a Commitment Increase
Agreement dated as of February 29, 2008, the Second Amendment thereto dated as
of June 30, 2008, and the Third Amendment thereto dated as of November 21, 2008
(the "Third Credit Facility Amendment") (collectively, the "Credit Agreement").
The Term Loan Agreement also includes cross default provisions with the Credit
Agreement and with the Letter of Credit Facility dated as of June 30, 2008 among
the Company, as the Borrower, Wells Fargo Bank, National Association, as
Administrative Agent and L/C Issuer, and the other lenders party thereto (the
"L/C Facility").
Also on November 21, 2008, the Company entered into the Third Credit
Facility Amendment and entered into a First Amendment to the L/C Facility (the
"L/C Facility Amendment"). The Credit Facility Amendment and the L/C Facility
Amendment add provisions to their respective underlying agreements that allow
the Company to enter into and incur obligations under the Term Loan Agreement.
All other material provisions of the Credit Agreement and the L/C Facility
remain unchanged.
SIGNATURES
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.
CASH AMERICA INTERNATIONAL, INC.
Date: November 28, 2008 By: /s/ J. Curtis Linscott.
---------------------------
J. Curtis Linscott,
Executive Vice President and
General Counsel