UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): August 8,
2008
_________________________
BRUNSWICK
CORPORATION
(Exact
Name of Registrant Specified in Charter)
|
Delaware
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001-01043
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36-0848180
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||
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(State or Other
Jurisdiction
of
Incorporation)
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(Commission File
Number)
|
(I.R.S.
Employer
Identification
No.)
|
|
1
N. Field Court
Lake
Forest, Illinois
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60045-4811
|
|
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(Address of Principal
Executive
Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (847) 735-4700
(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:
| [ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240, 14d-2(b)) | |
| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240, 13e-4(c)) |
Item
1.01. Entry
into a Material Definitive Agreement.
Brunswick
Corporation has entered into Amendment No. 2 (the “Amendment”) to its Credit
Agreement dated as of April 29, 2005 with JPMorgan Chase Bank, N.A., as
Administrative Agent, and the other lenders identified therein (as amended and
supplemented from time to time, the “Credit Agreement”). The
Amendment, a copy of which is attached hereto, provides for the following
changes to the Credit Agreement (as more specifically described in the Exhibit
hereto): (1) a reduction in the lending commitment from $650 million
to $500 million; (2) an increase in the interest rate, facility fee rate and
letter of credit fee rate; (3) an amendment of the leverage ratio (consolidated
debt to consolidated EBITDA, adjusted for non-cash charges) covenant, permitting
the add-back of certain cash restructuring charges in the calculation of
consolidated EBITDA and permitting a higher ratio (3.25 to 1 as opposed to 3.00
to 1) for the first and second fiscal quarters of 2009; and (4) adding two new
financial covenants, one establishing minimum consolidated cash requirements at
quarter end and the other establishing minimum consolidated EBITDA
requirements.
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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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Description
of Exhibit
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|
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99.1
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Amendment
No. 2 to Brunswick Corporation’s Credit
Agreement
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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 hereunto duly
authorized.
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BRUNSWICK
CORPORATION
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|||
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Date: August 8, 2008
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By:
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/s/ LLOYD C. CHATFIELD II | |
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Name: Lloyd C. Chatfield
II
Title: Vice
President, General Counsel and Secretary
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EXHIBIT
INDEX:
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Exhibit
No.
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Description
of Exhibit
|
|
99.1
|
Amendment
No. 2 to Brunswick Corporation’s Credit
Agreement
|