Current Report Filing (8-k)
June 01 2017 - 4:41PM
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): June 1, 2017 (May 31, 2017)
NAVISTAR INTERNATIONAL CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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1-9618
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36-3359573
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(State or other jurisdiction of
incorporation or organization)
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(Commission File No.)
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(I.R.S. Employer
Identification No.)
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2701 Navistar Drive
Lisle, Illinois
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60532
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code: (331)
332-5000
(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))
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Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this chapter).
Emerging Growth Company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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ITEM 1.01
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ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
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On May 31, 2017, Navistar Financial
Securities Corporation, as the seller (NFSC), Navistar Financial Corporation, as the servicer (NFC), and Credit Suisse AG, New York Branch, as a managing agent, Credit Suisse AG, Cayman Islands Branch, as a committed
purchaser (Credit Suisse), Alpine Securitization Ltd., as a conduit purchaser, Bank of America, National Association, as administrative agent, as a managing agent and as a committed purchaser, New York Life Insurance Company, as a
managing agent and a committed purchaser (New York Life), and New York Life Insurance and Annuity Corporation, as a managing agent and a committed purchaser (NYLIAC and, collectively, the Purchaser Parties),
entered into Amendment No. 9 to Note Purchase Agreement (the NPA Amendment), which is attached as Exhibit 10.1 and incorporated by reference herein. The NPA Amendment amends the Note Purchase Agreement, dated as of August 29,
2012, among NFSC, NFC and the Purchaser Parties (filed as Exhibit 10.2 to the registrants Form
8-K
dated and filed on August 30, 2012, Commission File
No. 001-09618),
to, among other things, extend the Scheduled Purchase Expiration Date to May 30, 2018 and reduce the maximum funded amount to $425,000,000, reduce the commitment of Credit Suisse to
$75,000,000, increase the commitment of NY Life to $60,000,000 and increase the commitment of NYLIAC to $90,000,000 (the Commitment of the Committed Purchaser in the Bank of America Purchaser Group shall remain $200,000,000).
ITEM 9.01
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FINANCIAL STATEMENTS AND EXHIBITS
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(d) Exhibits
The following documents are filed herewith:
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Exhibit No.
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Description
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10.1
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Amendment No. 9 to the Note Purchase Agreement, dated as of May 31, 2017, among Navistar Financial Securities Corporation, as the seller, Navistar Financial Corporation, as the servicer, Credit Suisse AG, New York Branch,
as a managing agent, Credit Suisse AG, Cayman Islands Branch, as a committed purchaser, Alpine Securitization Ltd., as a conduit purchaser, New York Life Insurance Company, as a managing agent and a committed purchaser, New York Life Insurance and
Annuity Corporation, as a managing agent and a committed purchaser, and Bank of America, National Association, as administrative agent, as a managing agent and as a committed purchaser.
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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.
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NAVISTAR INTERNATIONAL CORPORATION
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(Registrant)
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By:
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/s/ Walter G. Borst
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Name:
Title:
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Walter G. Borst
Executive Vice President
and
Chief Financial Officer
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Dated: June 1, 2017
EXHIBIT INDEX
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Exhibit No.
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Description
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10.1
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Amendment No. 9 to the Note Purchase Agreement, dated as of May 31, 2017, among Navistar Financial Securities Corporation, as the seller, Navistar Financial Corporation, as the servicer, Credit Suisse AG, New York Branch,
as a managing agent, Credit Suisse AG, Cayman Islands Branch, as a committed purchaser, Alpine Securitization Ltd., as a conduit purchaser, New York Life Insurance Company, as a managing agent and a committed purchaser, New York Life Insurance and
Annuity Corporation, as a managing agent and a committed purchaser, and Bank of America, National Association, as administrative agent, as a managing agent and as a committed purchaser.
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