8-K 1 form8-kthirdamendtocreditf.htm FORM 8-K (THIRD AMEND. TO CREDIT FACILITY) Form 8-K (Third Amend. to Credit Facility)


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 5, 2015


AEGION CORPORATION
(Exact name of registrant as specified in its charter)


Delaware
 
0-10786
 
45-3117900
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)


17988 Edison Avenue, Chesterfield, Missouri
 
 
63005
(Address of principal executive offices)
 
 
(Zip Code)


Registrant’s telephone number, including area code: (636) 530-8000


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.
On June 5, 2015, Aegion Corporation (the “Company”) executed a third amendment (the “Third Amendment”) to its current credit agreement, dated July 1, 2013, as amended (the “Credit Agreement”). The Third Amendment, among other things, replaces the definition of “Change in Control” in the Credit Agreement so that the definition no longer treats differently changes in the composition of the board of directors of the Company due to actual or threatened proxy solicitations.
The foregoing description of the Third Amendment is qualified in its entirety by reference to the Third Amendment, a copy of which is attached as Exhibit 10.1, and is incorporated herein by reference.

Item 9.01.
Financial Statements and Exhibits.
 
(d)
The following exhibits are filed as part of this report:

 
Exhibit Number
 
Description
 
10.1
 
Third Amendment to Credit Agreement, dated June 5, 2015, filed herewith.

*     *     *






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.


 
AEGION CORPORATION
 
 
 
 
 
 
 
 
 
 
By:
/s/ David F. Morris
 
 
 
David F. Morris
 
 
 
Executive Vice President, General Counsel and Chief Administrative Officer
 
 
 
 
 


Date: June 5, 2015






INDEX TO EXHIBITS

These exhibits are numbered in accordance with the Exhibit Table of Item 601 of Regulation S-K.

Exhibit Number
 
Description
10.1
 
Third Amendment to Credit Agreement, dated June 5, 2015, filed herewith.