Current Report Filing (8-k)
November 16 2017 - 4:31PM
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):
November 13, 2017
LENNOX
INTERNATIONAL INC.
(Exact name of registrant as specified in its charter)
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Delaware
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001-15149
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42-0991521
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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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2140 Lake Park Blvd.
Richardson, Texas 75080
(Address of principal executive offices, including zip code)
Registrants telephone number, including area code:
(972)
497-5000
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):
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☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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☐
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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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☐
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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 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. ☐
Item 1.01
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Entry into a Material Definitive Agreement.
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As of November 13, 2017, Lennox
Industries Inc. (Lennox), LPAC Corp. (LPAC), and Lennox International Inc. (the Company), entered into an amendment (the Amendment) to the Amended and Restated Receivables Purchase Agreement, initially
dated as of November 18, 2011 (as amended and restated, the Receivables Agreement), with Victory Receivables Corporation, as Purchaser and The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch (BTMU), as Administrative
Agent for the Investors, the Purchaser Agent for the BTMU Purchaser Group and a BTMU Liquidity Bank.
Under the Amendment, the Purchase
Limit under the Receivables Agreement was increased (depending on the applicable period) from $200,000,000 to $225,000,000, from $250,000,000 to $290,000,000 or from $325,000,000 to $380,000,000 and the stated Funding Termination Date was extended
to November 13, 2019. In addition, Wells Fargo Bank, N.A. (WFB) was added to the Receivables Agreement as a Purchaser Agent for the WFB Group and as a WFB Liquidity Bank after BTMU assigned WFB an interest in BTMUs rights and
obligations under the Receivables Agreement, BTMU and WFB were given separate Purchaser Group Limits and several definitions in the Receivables Agreement were changed.
The foregoing summary of the Amendment does not purport to be complete and is subject to and qualified in its entirety by reference to the
text of Amendment, which is filed hereto as Exhibit 10.1 to this Current Report on Form
8-K
and which is incorporated herein by reference.
Item 2.03
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Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance
Sheet Arrangement of a Registrant.
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The information set forth under Item 1.01 above is incorporated herein by reference.
Item 9.01
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Financial Statements and Exhibits.
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EXHIBIT
NUMBER
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DESCRIPTION
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10.1
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Amendment No. 6 to Amended and Restated Receivables Purchase Agreement, dated as of November
13, 2017, among LPAC Corp., as the Seller, Lennox Industries Inc., as the Master Servicer, Victory Receivables Corporation, as a Purchaser and The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, as Administrative Agent for the Investors, the Purchaser
Agent for the BTMU Purchaser Group and a BTMU Liquidity Bank and Wells Fargo Bank, N.A. as the Purchaser Agent for the WFB Purchaser Group and a WFB Liquidity Bank, including attachments.
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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 hereunto duly authorized.
LENNOX INTERNATIONAL INC.
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By:
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/s/ James Markey
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Name:
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James Markey
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Title:
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Assistant Secretary
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Date:
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November 15, 2017
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3
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