- Current report filing (8-K)
October 01 2010 - 2:01PM
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)
September 27, 2010
CINTAS CORPORATION
(Exact name of registrant as specified in its charter)
Washington
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0-11399
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31-1188630
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(State or other jurisdiction of
incorporation)
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(Commission File
Number)
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(IRS Employer
Identification No.)
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6800 Cintas Boulevard, P.O. Box 625737,
Cincinnati, Ohio
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45262-5737
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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
(513) 459-1200
(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 (
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))
Item 1.01. Entry
into a Material Definitive Agreement.
On
September 27, 2010, Cintas Corporation No. 2 (Cintas No. 2), a
Nevada corporation and wholly-owned subsidiary of Cintas Corporation (the Corporation),
entered into a Fourth Amendment Agreement (the Fourth Amendment) with KeyBank
National Association, as agent (the Agent).
The Fourth Amendment modifies certain terms of the Credit Agreement
dated as of May 28, 2004 among Cintas No. 2, as borrower, the Agent,
and certain lenders (such Credit Agreement, as amended through and including
the Fourth Amendment, is referred to as the Credit Agreement). The Corporation and specified wholly-owned
subsidiaries of the Corporation guarantee the payment in full of all amounts
due from Cintas No. 2 under the Credit Agreement.
Pursuant
to the terms of the Fourth Amendment, the maturity date of the Credit Agreement
has been extended from February 23, 2011 to September 26, 2014. In addition,
the total revolving commitment of the lenders under the Credit Agreement
will be reduced from $600,000,000 to $300,000,000. Cintas No. 2 also has an option to
increase the total revolving commitment by up to $150,000,000 with the consent
of the Agent and one or more lenders willing to agree to an increased
commitment amount. There are no loans
outstanding under the Credit Agreement, and letters of credit in the face
amount of $93,824,000 were outstanding as of September 27, 2010.
After
giving effect to the Fourth Amendment, the facility fee payable by Cintas No. 2
on the total commitment amount will be increased. Furthermore, interest on any outstanding
loans under the facility will continue to accrue at either the base rate or the
LIBOR rate plus a margin but the amount of such margin will increase. The amount of such facility fee and such
margin will continue to be based on the Corporations senior unsecured
long-term credit ratings from Standard & Poors and Moodys Investor
Services. Based on the Cintas No. 2s
current ratings, the facility fee will be 12.50 basis points (0.125%) per annum
and the margin will be 112.5 basis points (1.125%) per annum. Cintas No. 2 will no longer be required
to pay a utilization fee for periods when the outstanding amount of the
facility exceeds 50% of the committed amount.
The
Credit Agreement contains customary
covenants, including financial covenants regarding the ratio of the Corporations
net funded indebtedness to total capitalization and the ratio of the
Corporations earnings before interest and taxes to interest expense. The Credit Agreement also contains customary
events of default, subject to materiality thresholds and grace periods.
The
foregoing description of the Credit Agreement is qualified in its entirety by
the full text of the Credit Agreement dated as of May 28, 2004, the First
Amendment Agreement dated as of February 24, 2006, the Second Amendment
Agreement dated as of March 16, 2007, the Third Amendment Agreement dated
as of May 31, 2007 and the Fourth Amendment filed as exhibits 10.1, 10.2,
10.3, 10.4 and 10.5, respectively, to, and incorporated by this reference in, this Current Report on Form 8-K.
2
Item 2.03.
Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The
information provided in Item 1.01 of this Current Report on Form 8-K is
incorporated by reference into this Item 2.03.
Item 9.01.
Financial Statements and Exhibits.
(d) Exhibits.
10.1
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Credit
Agreement dated as of May 28, 2004 by and among Cintas Corporation
No. 2, as Borrower, the lenders named in such Credit Agreement and
KeyBank National Association, as agent for the lenders.
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10.2
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First
Amendment Agreement to Credit Agreement dated as of February 24, 2006.
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10.3
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Second
Amendment Agreement to Credit Agreement dated as of March 16, 2007.
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10.4
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Third
Amendment Agreement to Credit Agreement dated as of May 31, 2007.
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10.5
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Fourth
Amendment Agreement to Credit Agreement dated as of September 27, 2010.
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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 thereunto
duly authorized.
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CINTAS
CORPORATION
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Date:
October 1, 2010
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By:
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/s/
William C. Gale
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William C. Gale
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Senior
Vice President and Chief Financial Officer
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