-----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, I+OoVcMNqjEcTwAItpp3cJ8mjEU6y1l2wYppGWKvhDFP18I3RdzXE+gUlnaVNYKL 7YGbvN90UDPQdRxYBLp35w== 0000820626-01-000005.txt : 20010205 0000820626-01-000005.hdr.sgml : 20010205 ACCESSION NUMBER: 0000820626-01-000005 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20010202 ITEM INFORMATION: FILED AS OF DATE: 20010202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PHOSPHATE RESOURCE PARTNERS LIMITED PARTNERSHIP CENTRAL INDEX KEY: 0000793421 STANDARD INDUSTRIAL CLASSIFICATION: AGRICULTURE CHEMICALS [2870] IRS NUMBER: 363492467 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-09164 FILM NUMBER: 1522684 BUSINESS ADDRESS: STREET 1: 2100 SANDERS ROAD CITY: NORTHBROOK STATE: IL ZIP: 60062 BUSINESS PHONE: 847-272-92 MAIL ADDRESS: STREET 1: 2100 SANDERS ROAD CITY: NORTHBROOK STATE: IL ZIP: 60062 FORMER COMPANY: FORMER CONFORMED NAME: FREEPORT MCMORAN RESOURCE PARTNERS LIMITED PARTNERSHIP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: FREEPORT MCMORAN RESOURCE PARTNERS LP DATE OF NAME CHANGE: 19860618 8-K 1 0001.txt ============================================================================ 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): February 2, 2001 Commission File Number: 1-9164 Phosphate Resource Partners Limited Partnership (Exact name of Registrant as specified in its charter) Delaware 72-1067072 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 100 South Saunders Road Lake Forest, Illinois 60045 (847) 739-1200 (Address and telephone number, including area code, of registrant's principal executive offices) ============================================================================ Item 5. Other Events and Regulation FD Disclosures. In January 2001, IMC Global Inc. ("IMC") amended its $550.0 million long-term credit facility, maturing in December 2002, and $250.0 million short-term credit facility, maturing in September 2001 (collectively, "Credit Facilities"). In connection with these amendments, Phosphate Resource Partners Limited Partnership ("PLP") and IMC Phosphates Company ("IMC Phosphates"), as well as IMC's other material domestic subsidiaries, guaranteed the obligations of IMC under the Credit Facilities. The guarantees by PLP and IMC Phosphates are limited by the amount of existing intercompany debt owed by such entities to IMC and its other subsidiaries. Any payments under such guarantees would constitute a corresponding repayment of such intercompany debt. The principal revisions that were made to the Credit Facilities by the January 2001 amendments were: (i) to restrict IMC's capital expenditures to an amount above currently anticipated capital expenditure levels; (ii) to generally restrict the payment of dividends, distributions and certain other payments to an aggregate of $40.0 million per year, other than as required in connection with IMC's interest in PLP; (iii) to amend certain financial covenants (leverage ratio and interest coverage ratio), including retroactive amendments to those covenants as of December 31, 2000; (iv) to provide for the issuance of guarantees of the Credit Facilities by certain IMC subsidiaries (including PLP and IMC Phosphates)as described below; (v) to add the requirement to secure the Credit Facilities under certain circumstances as described below; (vi) to provide for the contingent reduction of lending commitments (up to $150.0 million) in the amount of 50% of the proceeds of asset sales and equity issuances; (vii) to add PLP as a borrower under the Credit Facilities; and (viii) to increase applicable commitment fees and interest rates. As amended, commitment fees associated with the short-term and long-term facilities vary depending upon the Company's credit ratings and are currently 20.0 basis points and 22.5 basis points, respectively. Interest rates associated with the short-term and long-term facilities also vary depending upon the Company's credit ratings and are currently LIBOR plus 117.5 basis points and LIBOR plus 115.0 basis points, respectively. The Credit Facilities are currently unsecured, but, as a result of the recent amendments, borrowings by IMC are now guaranteed by IMC's material domestic subsidiaries. IMC has agreed to secure the facilities with substantially all of the stock and other equity interests and the assets of its domestic subsidiaries (which include PLP and IMC Phosphates) and with a portion of the stock and other equity interests of its foreign subsidiaries in the event that either (i) IMC's credit rating falls on its senior unsecured long term debt securities to BB (S&P) or Ba2 (Moody's) or (ii) IMC is unable to maintain its leverage ratio (as defined in the Credit Facilities) below 4.40 to 1.00 as of March 31, 2001 or thereafter. In addition, IMC has agreed to secure the facilities with substantially all of the stock and other equity interests of its domestic subsidiaries and with a portion of the stock and other equity interests of its foreign subsidiaries in the event that IMC's credit rating falls to BB+ (S&P) and Ba1 (Moody's). Any such security interest granted by PLP or IMC Phosphates would only secure the amount of their limited guarantees of the Credit Facilities plus the amount of any loans and letters of credit under the Credit Facilities to or for the account of PLP or IMC Phosphates. Debt issued under certain other debt instruments of IMC and its subsidiaries will participate on an equal and ratable basis with the lenders under the Credit Facilities in the security interest granted in some or all of the collateral that secures the Credit Facilities. In the event that IMC becomes obligated to secure the Credit Facilities with assets (including accounts receivable), IMC will terminate its existing accounts receivable securitization facility in which IMC Phosphates participates. The Credit Facilities, as amended, also continue to contain provisions, substantially unchanged, which: (i) restrict the ability of IMC and its subsidiaries to dispose of a substantial portion of its consolidated assets; (ii) limit the creation of additional liens on IMC's and its subsidiaries' assets; and (iii) limit IMC's subsidiaries' incurrence of debt. The Credit Facilities also continue to contain financial and other covenants. ***************************** SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Phosphate Resource Partners Limited Partnership By: IMC Global Inc. It's Administrative Managing General Partner By: /s/ J. Bradford James --------------------------------- J. Bradford James Executive Vice President and Chief Financial Officer Date: February 2, 2001 -----END PRIVACY-ENHANCED MESSAGE-----