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): April 19,
2010
USA
TRUCK, INC.
(Exact
name of registrant as specified in its charter)
Delaware
(State or
Other Jurisdiction of Incorporation)
|
0-19858
|
71-0556971
|
|
(Commission
File Number)
|
(I.R.S.
Employer Identification No.)
|
|
3200
Industrial Park Road
|
||
|
Van
Buren, Arkansas
|
72956
|
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
|
(479)
471-2500
|
||
|
(Registrant’s
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:
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 April
19, 2010, USA Truck, Inc. (the “Company”) entered into a Credit Agreement with
Branch Banking and Trust Company, as Administrative Agent, Regions Bank, as
Syndications Agent, U.S. Bank, Bank of America, N.A. and BancorpSouth
(collectively, the “Lenders”) that matures April 19, 2014 (the “Credit
Agreement”). The Credit Agreement takes the place of that certain
Amended and Restated Senior Credit Facility, which was entered into on September
1, 2005 and was scheduled to mature on September 1, 2010.
The
Credit Agreement is structured as a $100.0 million revolving credit facility,
with an accordion feature that, so long as no event of default exists, will
allow the Company to request an increase in the revolving credit facility of up
to $75.0 million. Borrowings under the Credit Agreement are classified as
either “base rate loans” or “LIBOR loans.” Base rate loans accrue
interest at a base rate equal to the Administrative Agent’s prime rate plus an
applicable margin that is adjusted quarterly between 0.0% and 1.0%, based on the
Company’s leverage ratio. LIBOR loans accrue interest at LIBOR plus an
applicable margin that is adjusted quarterly between 2.00% and 3.25% based on
the Company’s leverage ratio. On a per annum basis, the Company must
pay a fee on the unused amount of the revolving credit facility of between 0.25%
and 0.375% based on the Company’s leverage ratio, and it must pay an annual
administrative fee to the Administrative Agent of 0.03% of the total
commitments.
The
obligations of the Company under the Credit Agreement are guaranteed by the
Company and secured by a pledge of substantially all of the Company’s assets
with the exception of real estate.
The
Credit Agreement includes the usual and customary events of default for a
facility of this nature and provides that, upon the occurrence and continuation
of an event of default, payment of all amounts payable under the Credit
Agreement may be accelerated, and the Lenders’ commitments may be
terminated. The Credit Agreement contains certain restrictions and
covenants relating to, among other things, dividends, liens, acquisitions and
dispositions, affiliate transactions and total indebtedness.
This
description of the Credit Agreement does not purport to be complete and is
qualified in its entirety by reference to the full text of the Credit Agreement,
which will be filed with the Company’s Form 10-Q for the quarter ending June 30,
2010.
Item 2.02 Results of
Operations and Financial Condition
On April
22, 2010, the Registrant issued a news release announcing its revenues and
earnings for the first quarter of 2010. A copy of the news release is
furnished as an exhibit to this Form 8-K.
Item 9.01 Financial
Statements and Exhibits
(d)
Exhibits
99.1
News release issued by the Registrant on April 22, 2010.
The
information contained in Items 2.02 and 9.01 of this report and the exhibit
hereto shall not be deemed “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by
reference in any filing under the Securities Act of 1933, as amended (the
“Securities Act”), or the Exchange Act, except as shall be expressly set forth
by specific reference in such a filing.
The
information in Items 2.02 and 9.01 of this report and the exhibit hereto may
contain “forward-looking statements” within the meaning of Section 27A of the
Securities Act and Section 21E of the Exchange Act. Such statements are made
based on the current beliefs and expectations of the Company’s management and
are subject to significant risks and uncertainties. Actual results or
events may differ from those anticipated by forward-looking
statements. Please refer to the paragraph containing cauthionary
forward-looking statement language near the end of the attached press release
and various disclosures by the Company in its press releases, stockholder
reports, and filings with the Securities and Exchange Commission for information
concerning risks, uncertainties, and other factors that may affect future
results.
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.
|
USA Truck, Inc.
|
|||
|
(Registrant)
|
|||
|
Date:
|
April
23, 2010
|
/s/
Clifton R.
Beckham
|
|
|
Clifton
R. Beckham
|
|||
|
President
and Chief Executive Officer
|
|||
|
Date:
|
April
23, 2010
|
/s/
Darron R.
Ming
|
|
|
Darron
R. Ming
|
|||
|
Vice
President, Finance and Chief Financial
Officer
|
INDEX
TO EXHIBITS
|
Exhibit
Number
|
Exhibit
|
|
|
99.1
|
News
release issued by the Registrant on April 22, 2010
|