-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EveWRvW4KLaAR6YS1hZv3iiheLtEtl8S9008ppy6icB2ITqReOu/VkwqllOzaytz W+2Q1VwvT8MxDYEgMGLb3Q== 0001193125-05-184406.txt : 20050913 0001193125-05-184406.hdr.sgml : 20050913 20050913102528 ACCESSION NUMBER: 0001193125-05-184406 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050908 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant ITEM INFORMATION: Other Events FILED AS OF DATE: 20050913 DATE AS OF CHANGE: 20050913 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DELTIC TIMBER CORP CENTRAL INDEX KEY: 0001022469 STANDARD INDUSTRIAL CLASSIFICATION: SAWMILLS, PLANNING MILLS, GENERAL [2421] IRS NUMBER: 710795870 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12147 FILM NUMBER: 051081296 BUSINESS ADDRESS: STREET 1: 210 EAST ELM ST STREET 2: P O BOX 7200 CITY: EL DORADO STATE: AR ZIP: 71730 BUSINESS PHONE: 8708819400 MAIL ADDRESS: STREET 1: PO BOX 7200 STREET 2: 200 EAST ELM CITY: EL DORADO STATE: AR ZIP: 71731-7130 8-K 1 d8k.htm FORM 8-K Form 8-K

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 Act of 1934

 

September 8, 2005

Date of Report (date of earliest event reported)

 


 

Deltic Timber Corporation

(Exact name of registrant as specified in its charter)

 


 

Delaware   1-12147   71-0795870

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

210 East Elm Street, El Dorado, Arkansas   71730
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code (870) 881-9400

 

(Not Applicable)

(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 (see General Instruction A.2. below):

 

¨ 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

 

The following information is furnished pursuant to Item 1.01, “Entry into a Material Definitive Agreement”.

 

On September 9, 2005 Deltic Timber Corporation (the “Registrant”) entered into a five-year, $260,000,000 revolving credit agreement (the “New Credit Agreement”) with a syndicate of banks with SunTrust Bank serving as both lender and as Administrative Agent and with SunTrust Robinson Humphrey, a division of SunTrust Capital Markets, Inc., serving as Sole Lead Arranger and Sole Book Manager. The other lenders participating in the syndication of the New Credit Agreement were American Agricredit PCA and Cooperatieve Centrale Raiffeisen-Boerenleenbank B.A. (“Rabobank Nederland”, New York Branch) which served as Co-Documentation Agents, and Amsouth Bank and JPMorgan Chase Bank, N.A., which served as Co-Syndication Agents. Also participating were lenders BancorpSouth Bank, Regions Bank, and Wells Fargo Bank, N.A.

 

The New Credit Agreement replaces, by mutual agreement, a prior $125,000,000 revolving credit agreement with many of the same lenders. The Registrant’s outstanding balance from the prior revolving credit agreement, $8,000,000, transferred to the New Credit Agreement on September 9, 2005.

 

The New Credit Agreement permits borrowings by the Registrant of Base Rate Loans or Eurodollar Loans which bear interest at levels determined by the ratio of the Registrant’s Consolidated Total Debt to Consolidated Total Capital as these capitalized terms are defined in the New Credit Agreement. The New Credit Agreement contains customary terms and conditions, including certain affirmative covenants, financial covenants, and negative covenants, that are similar to those contained in the prior revolving credit agreement, including without limitation maintaining a Leverage Ratio of not greater than .60:1.00. The New Credit Agreement also restricts, but not necessarily prohibits in all cases, the Registrant’s ability to incur additional indebtedness. The Registrant’s subsidiaries guarantee payment of all obligations under the New Credit Agreement.

 

Item 2.03 Creation of a Direct Financial Obligation

 

The following information is furnished pursuant to Item 2.03, “Creation of a Direct Financial Obligation”.

 

The information described above under “Item 1.01. Entry into a Material Definitive Agreement” is hereby incorporated herein by this reference.


Item 8.01 Other Events

 

The following information is furnished pursuant to Item 8.01, “Other Events”.

 

At a meeting of the Board of Commissioners of Central Arkansas Water (“CAW” or the “utility”) held on September 8, 2005, a representative of the utility reported that no agreement had been reached as to the value of that portion of Deltic’s Ridges at Nowlin Creek development located within the watershed of Lake Maumelle (approximately 665 acres). CAW’s commissioners affirmed prior authorization to acquire Deltic’s property by condemnation. Utility representatives said an action should be filed within the next month. The Company is considering its response to such an action.


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.

 

Deltic Timber Corporation

By:

 

/s/ W. Bayless Rowe


   

W. Bayless Rowe, Vice President,

   

General Counsel and Secretary

 

Date: September 12, 2005

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