UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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
): March 25, 2009
PROLIANCE INTERNATIONAL, INC.
(Exact Name of Registrant as Specified in its Charter)
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Delaware
(State or Other Jurisdiction of
Incorporation)
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1-13894
(Commission File Number)
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34-1807383
(IRS Employer Identification
No.)
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100 Gando Drive
New Haven, Connecticut
(Address of Principal Executive Offices)
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06513
(Zip Code)
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Registrants telephone number, including area code: 203-401-6450
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 240.14a12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d2(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 March 25, 2009, Proliance International, Inc. (the
Company
) entered into the
Twenty-Fourth Amendment (the
Twenty-Fourth Amendment
) of the Credit and Guaranty
Agreement (as amended prior to March 25, 2009, the
Agreement
) by and among the Company
and certain domestic subsidiaries of the Company, as guarantors, the lenders party thereto from
time to time (collectively, the
Lenders
), Silver Point Finance, LLC (
Silver
Point
), as administrative agent for the Lenders, collateral agent and as lead arranger, and
Wells Fargo Foothill, LLC (
Wells Fargo
), as a lender and borrowing base agent for the
Lenders.
Pursuant to the Twenty-Fourth Amendment, and upon the terms and subject to the conditions thereof,
the Waiver Reserve is established at $2,250,000 as of March 25, 2009 and may be increased to
$7,250,000 on the earliest of (x) the occurrence of an Event of Default, and (y) March 31, 2009.
The foregoing description of the Twenty-Fourth Amendment does not purport to be complete and is
qualified in its entirety by reference to the Twenty-Fourth Amendment, a copy of which is filed as
Exhibit 10.1 hereto, and 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.
Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference.
Item 9.01 Financial Statements and Exhibits
.
(d) Exhibits.
The following exhibit is attached to this Current Report on Form 8-K:
10.1
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Twenty-Fourth Amendment to Credit Agreement dated March 25, 2009.
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