UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Form 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT: OCTOBER 5, 2007
(Date of earliest event reported)
Commission file number 000-04065
Lancaster Colony Corporation
(Exact name of registrant as specified in its charter)
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Ohio
(State or other jurisdiction of
incorporation or organization)
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13-1955943
(I.R.S. Employer
Identification No.) |
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37 West Broad Street
Columbus, Ohio
(Address of principal executive offices)
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43215
(Zip Code) |
614-224-7141
(Registrants telephone number, including area code)
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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Item 1.01 |
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Entry Into a Material Definitive Agreement |
On October 5, 2007, Lancaster Colony Corporation (the Company) entered into a new credit
facility (the Agreement) with the Lenders named in the Agreement and JPMorgan Chase Bank, N.A. as
Agent and Issuing Bank (the Issuing Bank). The Agreement replaced the Companys existing bank
credit agreement.
The Agreement provides that the Company may borrow, for the five-year term of the agreement,
on a revolving credit basis, up to a maximum of $160 million at any one time, with potential to
expand the total credit availability to $260 million based on consent of the Issuing Bank and
certain other conditions. All outstanding amounts under the Agreement are due and payable no later than
October 5, 2012. Interest is variable based upon formulas tied to LIBOR or an alternative base rate
defined in the Agreement, at the Companys option. The Agreement contains certain restrictive
covenants, including limitations on indebtedness, asset sales and acquisitions and financial
covenants relating to interest coverage and leverage. Loans may be used for general corporate
purposes. The Companys obligations under the Agreement are not secured. At October 5, 2007, there
was $87.5 million in borrowings outstanding under the Agreement.
The foregoing description of the Agreement is qualified in its entirety by reference to the
terms and conditions contained in the Agreement, a copy of which is filed as Exhibit 4.1 and
attached hereto.
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Item 1.02 |
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Termination of a Material Definitive Agreement |
On October 5, 2007, the Company replaced its existing bank credit agreement with the Agreement
referred to in Item 1.01 above.
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Item 2.03 |
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Creation of a Direct Financial Obligation or 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 hereby
incorporated into this Item 2.03 by reference.
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Item 9.01 |
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Financial Statements and Exhibits |
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4.1 |
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Credit Agreement dated as of October 5, 2007 among Lancaster Colony
Corporation, the Lenders and JPMorgan Chase Bank, N.A. as Agent |