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
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Date of Report (Date of earliest event reported): September 14, 2007 |
FLOWSERVE
CORPORATION
(Exact Name of Registrant as Specified in its
Charter)
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New York
(State or Other Jurisdiction
of Incorporation) |
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1-13179
(Commission File Number) |
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31-0267900
(IRS Employer
Identification No.) |
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5215 N. O’Connor Blvd., Suite 2300, Irving, Texas
(Address of Principal Executive Offices)
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75039
(Zip Code) |
(972) 443-6500
(Registrant’s telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
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)) |
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Registrant.
On September 14, 2007, Flowserve Corporation (the “Company”), Flowserve B.V. and certain other
foreign subsidiaries of the Company entered into a Letter of Credit Agreement with ABN AMRO Bank
N.V., Calyon New York Branch and RBS Citizens, N.A (the “Agreement”). ABN AMRO Bank N.V. is the
administrative agent. Pursuant to this Agreement, the lenders commit for a one-year period to
issue letters of credit to the Company and its subsidiaries in an aggregate face amount not to
exceed €150,000,000 at any time, with an initial commitment of
€80,000,000.
The
aggregate commitment of the facility may be increased up to €150,000,000 as may be
agreed among the parties, and may be decreased by the Company so long as it equals or exceeds the
aggregate face amount of all letters of credit and any disbursements outstanding at the time.
The Company and its subsidiaries must reimburse any lender upon notice on the same day of such
lender’s disbursement of funds upon any drawing under a letter of credit issued by such lender.
The Company will guarantee any and all obligations and liabilities of its subsidiaries and itself
under the Agreement for any issued letter of credit or related disbursement by a lender.
The Company will pay certain fees for letters of credit written against the facility based
upon the ratio of its total debt to consolidated EBITDA. As of September 14, 2007 the annual fees
equaled 0.5%.
The above discussion of the Agreement is a summary description and is qualified in its
entirety by the terms and conditions of the Agreement. For a complete description of the terms and
conditions summarized in this report, reference is made to the Agreement attached hereto as Exhibit
10.1 and incorporated herein by reference.
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Item 9.01 |
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Financial Statements and
Exhibits. |
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(c) Exhibits. |
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| Exhibit No. |
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Description |
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Exhibit 10.1
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Letter of Credit Agreement, dated as of September 14, 2007
among Flowserve B.V., as an Applicant, Flowserve Corporation,
as an Applicant and as Guarantor, the Additional Applicants
from time to time as a party hereto, the various Lenders from
time to time party as a hereto, and ABN AMRO Bank, N.V., as
Administrative Agent and an Issuing Bank. |