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
): April 7, 2009
PROLIANCE INTERNATIONAL, INC.
(Exact Name of Registrant as Specified in its Charter)
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Delaware
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1-13894
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34-1807383
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(State or Other Jurisdiction of
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(Commission File Number)
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(IRS Employer Identification
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Incorporation)
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No.)
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100 Gando Drive
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06513
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New Haven, Connecticut
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(Zip Code)
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(Address of Principal Executive Offices)
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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
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a12)
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o
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d2(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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TABLE OF CONTENTS
Item 1.01 Entry into a Material Definitive Agreement
.
On April 7, 2009, Proliance International, Inc. (the
Company
) entered into the
Twenty-Sixth Amendment (the
Twenty-Sixth Amendment
) of the Credit and Guaranty Agreement
(as amended prior to April 7, 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-Sixth Amendment, and upon the terms and subject to the conditions thereof,
the Waiver Reserve was reduced to $0 effective April 7, 2009 and will be increased to $7,250,000 on
the earliest of (x) the occurrence of an Event of Default, and (y) April 21, 2009. The
Twenty-Sixth Amendment also extended the requirement to have interest rate protection by March 31,
2009 to April 30, 2009.
The foregoing description of the Twenty-Sixth Amendment does not purport to be complete and is
qualified in its entirety by reference to the Twenty-Sixth 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
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(d) Exhibits.
The following exhibit is attached to this Current Report on Form 8-K:
10.1 Twenty-Sixth Amendment to Credit Agreement dated April 7, 2009.