Item 1.01) to terminate and repay all amounts
outstanding under the following loans:
|
|
·
|
Amended
and Restated Credit Agreement, dated as of September 13, 2005,
among the
Company and PNC Bank, N.A. and Citizens, as amended ("Amended Credit
Agreement"). The Amended Credit Agreement was a $35 million
unsecured credit facility that had a 5 year term. The interest
rates were indexed to LIBOR based upon the Company’s ratio of debt to
EBITDA and rates could decrease up to 50 basis points based on
that ratio.
|
|
|
·
|
Loan
Agreement, dated as of September 13, 2005, between the Company
and
Citizens, providing for (i) a $5.3 million term loan ("Term
Loan"), (ii) a $2.15 million mortgage loan (“Mortgage
Loan”), and (iii) a $2.55 million secondary term loan
(“Secondary Term Loan”). The Term Loan was entered into on September
13, 2005, while the Mortgage Loan and the Secondary Term Loan were
both entered into on December 20, 2005. The Term Loan was based upon
a 15 year amortization with a scheduled maturity in 5 years due in
September 2010. The Mortgage Loan and the Secondary Term Loan
had terms of 10 years and 5 years, respectively. Interest
rates for these loans were based on LIBOR plus an applicable margin
as determined by the Amended Credit Agreement. Pursuant to the
Mortgage Loan, the Company also executed and delivered
to Citizens a mortgage encumbering the Hunting Park Bakery,
which mortgage has also been
terminated.
|
The
Company also terminated (i) a 5 year interest rate swap, dated December 21,
2005, for the Secondary Term Loan, which was for $2.55
million and had a fixed LIBOR rate of 4.99%, and (ii) a 10 year
interest rate swap, dated December 21, 2005, for the Mortgage Loan,
which was for $2.15 million and had a fixed LIBOR rate of 5.08%. These
LIBOR rates were subject to an additional credit spread which could range
from
75 basis points to 140 basis points.
Item
2.03. Results of Operations and Financial
Condition
On
September 6, 2007, the Company
entered into the Bank Agreement, the PIDC Agreement and the MELF Agreement,
each
of which is described in Item 1.01 above, which information is incorporated
by
reference into this Item 2.03.
Item
9.01 Financial Statements and Exhibits.
(d)
The following exhibits are filed herewith:
|
|
99.1
|
Credit
Agreement, dated as of September 6, 2007, among Tasty Baking Company
and
its subsidiaries, as Borrowers; Citizens Bank of Pennsylvania,
as
Administrative Agent, Collateral Agent, Swing Line Lender and Letter
of
Credit Issuer; and Bank of America, N.A., Sovereign Bank, and
Manufacturers and Traders Trust Company, each as a
Lender
|
|
|
99.2
|
Credit
Agreement, dated as of September 6, 2007, among Tasty Baking Company,
as
Borrower, the other Loan Parties thereto, and PIDC Local Development
Corporation, as Lender
|
|
|
99.3
|
Machinery
and Equipment Loan Fund Loan Agreement, dated as of September 6,
2007,
between Tasty Baking Company and The Commonwealth of Pennsylvania
acting
by and through the Department of Community and Economic
Development
|
“SAFE
HARBOR STATEMENT” UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995
Except
for
historical information contained herein, the matters discussed herein are
forward-looking statements (as such term is defined in the Securities Act
of
1933, as amended) that are subject to risks and uncertainties that could
cause
actual results to differ materially from those stated or implied
herein. There are a number of factors that may cause actual results
to differ from these forward-looking statements, including without limitation,
the costs to lease and fit-out the new facility and relocate thereto, the
risk
of business interruption while transitioning to the new facility, the possible
disruption of production efficiencies arising out of the Company’s announcement
of a reduction in workforce, the success of marketing and sales strategies
and
new product development, the ability to successfully enter new markets, the
price of raw materials, and general economic and business
conditions. Other risks and uncertainties that may materially affect
the company are provided in the Company’s annual reports to shareholders and the
company’s periodic reports filed with the Securities and Exchange Commission
from time to time, including, without limitation, reports on Forms 10-K and
10-Q. Please refer to these documents for a more thorough description
of these and other risk factors. There can be no assurance that the
Company will successfully meet all conditions of the lease or the financing
described herein, or that the change to the new manufacturing facility will
be
successful. The Company assumes no obligation to publicly update or
revise any forward-looking statements.
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.
| TASTY BAKING COMPANY | |||
| (Registrant) | |||
|
Date: September
12, 2007
|
By:
|
/s/
David S. Marberger
|
|
|
David
S. Marberger
|
|||
|
Executive
Vice President and
Chief
Financial Officer
|
|||
EXHIBIT
INDEX
| Exhibit | Description |
|
|
99.1
|
Credit
Agreement, dated as of September 6, 2007, among Tasty Baking Company
and
its subsidiaries, as Borrowers; Citizens Bank of Pennsylvania,
as
Administrative Agent, Collateral Agent, Swing Line Lender and Letter
of
Credit Issuer; and Bank of America, N.A., Sovereign Bank, and
Manufacturers and Traders Trust Company, each as a
Lender
|
|
|
99.2
|
Credit
Agreement, dated as of September 6, 2007, among Tasty Baking Company,
as
Borrower, the other Loan Parties thereto, and PIDC Local Development
Corporation, as Lender
|
|
|
99.3
|
Machinery
and Equipment Loan Fund Loan Agreement, dated as of September 6,
2007,
between Tasty Baking Company and The Commonwealth of Pennsylvania
acting
by and through the Department of Community and Economic
Development
|