UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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 4, 2008
PLEXUS CORP.
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Wisconsin
|
|
000-14824
|
|
39-1344447 |
|
|
|
|
|
(State or other jurisdiction
of incorporation)
|
|
(Commission
File Number)
|
|
(I.R.S. Employer
Identification No.) |
|
|
|
55 Jewelers Park Drive, Neenah, Wisconsin
|
|
54957-0156 |
|
|
|
(Address of principal executive offices)
|
|
(Zip Code) |
Registrants telephone number, including area code:
(920) 722-3451
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 (see General
Instruction A.2. below):
|
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)) |
TABLE OF CONTENTS
Item 1.01 Entry Into a Material Definitive Agreement
In conjunction with the financial recapitalization previously announced on February 25, 2008,
on April 4, 2008, Plexus Corp. (the Company) entered into a second amended and restated credit
agreement (the Amended Credit Facility) with a group of banks, with Bank of Montreal acting as
administrative agent, which allows the Company to borrow $150 million in term loans and up to $200
million in revolving loans. The $150 million in term loans was immediately funded, and $100
million of the revolving credit facility currently is available; that facility may be increased by
an additional $100 million if the Company has not previously terminated all or any portion of the
Amended Credit Facility, the administrative agent consents to the increase, and no event of default
exists under the credit agreement. The Amended Credit Facility expires on April 4, 2013.
Borrowings under the Amended Credit Facility may be either through term loans or revolving or swing
loans or letter of credit obligations. As of the date hereof, the Company has term borrowings of
$150 million outstanding, and no revolving borrowings, under the Amended Credit Facility.
The Amended Credit Facility is unsecured. It contains certain financial covenants, which
include a minimum interest coverage ratio and a minimum net worth test, all as defined in the
agreement. Interest on borrowings varies depending upon the Companys then-current total leverage
ratio; as of April 4, 2008, the Company could elect to pay interest at a defined base rate or the
LIBOR rate plus 1.25%. Rates would increase upon negative changes in specified Company financial
metrics. The Company is also required to pay an annual commitment fee on the unused credit
commitment based on its leverage ratio; the current fee is .30%. Unless and until the accordion
feature is exercised, this fee applies only to the initial $100 million of availability (excluding
the $150 million of term borrowings).
The Amended Credit Facility amends and restates the Companys revolving credit facility with a
group of banks led by Bank of Montreal that allowed the Company to borrow up to $200 million. That
prior credit facility was set to expire on January 12, 2012 and was also unsecured. It also
contained other terms and financial covenants, which were substantially similar to those under the
Amended Credit Facility.
|
|
|
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, which is incorporated by reference herein.
|
|
|
Item 9.01 |
|
Financial Statements and Exhibits |
(d) Exhibits
|
|
|
Exhibit No. |
|
Description |
10.1
|
|
Second Amended and Restated Credit Agreement dated as of April 4, 2008 among
Plexus Corp., the Guarantors from time to time parties thereto, the Lenders from time
to time parties thereto, and Bank of Montreal, as Administrative Agent. |
* * * * *
2