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): December 3, 2007
OTTER TAIL CORPORATION
(Exact name of registrant as specified in its charter)
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0-00368
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41-0462685 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.) |
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215 South Cascade Street, P.O. Box 496, Fergus Falls, MN
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56538-0496 |
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(Address of principal executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (866) 410-8780
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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o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 1.01 Entry into a Material Definitive Agreement
On December 3, 2007, Varistar Corporation (“Varistar”), a wholly-owned subsidiary of Otter Tail
Corporation, entered into an amendment, dated as of November 30, 2007 (the “First Amendment to
Credit Agreement”), to the Credit Agreement, dated as of October 2, 2007, among Varistar, the Banks
named therein (the “Banks”), U.S. Bank National Association, a national banking association, as
agent for the Banks (the “Agent”) and as Lead Arranger, and Bank of America, N.A., Keybank National
Association, and Wells Fargo Bank, National Association, as Co-Documentation Agents (the “Credit
Agreement”). The First Amendment to Credit Agreement is among Varistar, the Agent, and the Banks,
and amends the Credit Agreement by (i) removing a negative covenant formerly appearing in Section
9.5(a) of the Credit Agreement, relating to the entry by Varistar and its subsidiaries into
agreements prohibiting certain liens, and (ii) modifying a covenant appearing in Section 9.8 of the
Credit Agreement to be consistent with the provisions of Section 9.10 of the Credit Agreement,
which permit certain guaranties by Varistar and its subsidiaries. The Credit Agreement is an
unsecured revolving credit facility that Varistar can draw on to support its operations. The
Credit Agreement is described in and filed as an exhibit to, the Company’s Form 8-K filed with the
Securities and Exchange Commission on October 5, 2007.
The summary in this Item 1.01 of the material terms of the First Amendment to Credit Agreement is
qualified in its entirety by reference to the full text of the First Amendment to Credit Agreement,
a copy of which is filed as Exhibit 4.1 hereto and incorporated herein by reference.
U.S. Bank is also a party to the Credit Agreement dated September 1, 2006 with Otter Tail
Corporation, dba Otter Tail Power Company, as amended, which creates an unsecured revolving credit
facility that Otter Tail Corporation, dba Otter Tail Power Company can draw on to support its
electric operations.
Item 9.01 Financial Statement and Exhibits
(d) Exhibits
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4.1 |
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First Amendment to Credit Agreement, dated as of November 30, 2007, among
Varistar Corporation, the Banks named therein, and U.S. Bank National Association, a
national banking association, as agent for the Banks |
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