Modine augments list of permitted debt, investments under loans, shelf

By Susanna Moon

Chicago, Aug. 7 - Modine Manufacturing Co. expanded the list of permitted debt and investments under its $145 million multicurrency revolving credit facility due 2014 and its $150 million private shelf filing.

The company amended its revolver Monday with JPMorgan Chase Bank, NA as administrative agent and its private shelf with Prudential Capital Group, according to an 8-K filing with the Securities and Exchange Commission.

Revolver changes

The permitted debt under the revolver now includes debt consisting of permitted rate management obligations and debt from banking service obligations and debt consisting of Modine's contingent obligations for the permitted debt of Modine's subsidiaries, subject to a $40 million basket.

Provisions for permitted investments were expanded to include some investments in Modine's China subsidiaries that are necessary to ensure that any parent guarantees for debt of those subsidiaries are serving their intended purpose, the filing noted.

Shelf changes

The list of permitted debt for the shelf filing was expanded to include debt consisting of permitted swap contracts and debt in connection with the banking service obligations as well as that consisting of Modine's guaranties for the permitted debt of Modine's subsidiaries, subject to a $40 million basket.

Provisions relating to permitted investments now include some investments in Modine's China subsidiaries that are necessary to ensure that any parent guarantees for the debt of those subsidiaries are serving their intended purpose, the filing noted.

Previous changes

Modine amended the revolver and private shelf on April 24 to restore a provision that adds an aggregate additional basket of $15 million to the amount of debt permitted under the facility and shelf.

The provision was inadvertently removed during the process of a recent amendment, according to a previous SEC filing.

As previously reported, the company entered into amendments on March 30 to obtain waivers of some inadvertent defaults relating to unfunded liabilities associated with its benefit plans and to obtain more flexible covenants.

The amendment to the revolver also improved pricing at Libor plus 200 basis points initially with a 35 bps commitment fee.

The company issued $125 million of 10-year 6.83% series A senior notes to Prudential under the shelf in August 2010.

Modine is a Racine, Wis.-based developer, manufacturer and marketer of thermal management products, components and systems.

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