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): June 4, 2007
Commission file number 1-11625
Pentair, Inc.
(Exact name of Registrant as specified in its charter)
| |
|
|
| Minnesota
|
|
41-0907434 |
|
|
|
|
| (State or other jurisdiction of incorporation or organization)
|
|
(I.R.S. Employer Identification number) |
| |
|
|
| 5500 Wayzata Blvd, Suite 800, Golden Valley, Minnesota
|
|
55416 |
|
|
|
|
| (Address of principal executive offices)
|
|
(Zip code) |
Registrant’s telephone number, including area code: (763) 545-1730
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)) |
TABLE OF CONTENTS
ITEM 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Registrant
On June 4, 2007, Pentair, Inc. (the “Company”) and certain of its subsidiaries entered into a
Third Amended and Restated Credit Agreement (the “Credit Agreement”) with a consortium of financial
institutions including Bank of America, N.A., as Administrative Agent and Issuing Bank; JPMorgan
Chase Bank, N.A., as Syndication Agent and The Bank of Tokyo-Mitsubishi UFJ, Ltd., U.S. Bank N.A.
and Wells Fargo Bank, N.A., as Co-Documentation Agents.
The Credit Agreement creates an unsecured, committed revolving credit facility of up to $800
million, with multi-currency sub-facilities to support investment outside the U.S. The Credit
Agreement expires June 4, 2012. As of the date hereof, borrowings under the Credit Agreement will
bear interest at the rate of LIBOR plus 0.50%. Interest rates and fees under the Credit Agreement
vary based on the Company’s credit ratings. The Credit Agreement replaced the Company’s former
$800 million unsecured multi-currency revolving credit facility (the “Former Revolver”).
Approximately $134 million was drawn under the Credit Agreement, of which $109 million was used to
pay off the Former Revolver, and $25 million was used for normal working capital needs. The Company uses the Credit Agreement
as back-up liquidity to support 100% of its commercial paper outstanding.
As of June 4, 2007, the Company had approximately $239 million
of commercial paper outstanding.
The Credit Agreement also contains customary events of default. In certain cases, the lenders may
declare any outstanding obligations under the Credit Agreement immediately due and payable upon the
occurrence of an event of default.
A copy of the Credit Agreement is filed herewith as Exhibit 4.1 and incorporated herein by
reference.
ITEM 9.01 Financial Statements and Exhibits
| (a) |
|
Financial Statements of Businesses Acquired |
| |
|
Not applicable. |
| (b) |
|
Pro Forma Financial Information |
| |
|
Not applicable. |
| (c) |
|
Exhibits |
| The following exhibit is provided as part of the information filed
under Item 2.03 of this Current Report on Form 8-K: |
| |
|
|
| Exhibit |
|
Description |
| |
4.1
|
|
Third Amended and Restated Credit
Agreement dated June 4, 2007 by and
among Pentair, Inc. and a consortium of
financial institutions including Bank of
America, N.A., as Administrative Agent
and Issuing Bank, JPMorgan Chase Bank,
N.A., as Syndication Agent and The Bank
of Tokyo-Mitsubishi UFJ, Ltd., U.S. Bank
N.A. and Wells Fargo Bank, N.A., as
Co-Documentation Agents. |
SIGNATURE
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, thereunto duly authorized, on
June 7, 2007.
| |
|
|
|
|
| |
PENTAIR, INC.
Registrant
|
|
| |
By |
/s/ John L. Stauch
|
|
| |
|
John L. Stauch |
|
| |
|
Executive Vice President and Chief Financial Officer
(Chief Accounting Officer) |
|