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): MAY 1, 2009
STANDARD MOTOR PRODUCTS, INC.
(Exact Name of Registrant as Specified in its Charter)
NEW YORK 1-4743 11-1362020
(State or Other (Commission File Number) (I.R.S. Employee
Jurisdiction of Incorporation) Identification Number)
37-18 NORTHERN BOULEVARD, LONG ISLAND CITY, NEW YORK 11101
(Address of Principal Executive Offices, including Zip Code)
Registrant's Telephone Number, including Area Code: 718-392-0200
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
Amendment to Revolving Credit Facility
On May 1, 2009, the Company and certain of its wholly owned subsidiaries entered
into an amendment of its Second Amended and Restated Credit Agreement dated as
of March 20, 2007, as further amended (the "Credit Agreement"), with General
Electric Capital Corporation, as agent, and a syndicate of lenders for a secured
revolving credit facility. The amendment to the Credit Agreement provides for,
among other things, the consent of the lenders to consummate the Company's offer
to exchange of up to $20,000,000 aggregate principal amount of its 15%
Convertible Subordinated Debentures due 2011 for a like principal amount of its
outstanding 6 3/4% Convertible Subordinated Debentures due 2009.
We maintain ordinary banking relationships with General Electric Capital
Corporation, certain of the other lenders and their respective affiliates. For
these services, the parties have received, and may in the future receive,
customary compensation and expense reimbursement.
The description set forth above is qualified by Amendment No. 5 to Second
Amended and Restated Credit Agreement filed herewith as exhibit 10.26.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
10.26 Amendment No. 5 to Second Amended and Restated Credit Agreement,
dated as of May 1, 2009, among Standard Motor Products, Inc., as
borrower and the other credit parties thereto, and General Electric
Capital Corp., as agent and lender, Bank of America, N.A. and
Wachovia Bank, N.A., as lenders and co-syndication agents, JPMorgan
Chase Bank, N.A., as lender and as documentation agent, and the
other lenders thereto.
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.
STANDARD MOTOR PRODUCTS, INC.
By: /s/ James J. Burke
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James J. Burke
Vice President Finance, Chief Financial Officer
Date: May 4, 2009
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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10.26 Amendment No. 5 to Second Amended and Restated
Credit Agreement, dated as of May 1, 2009, among
Standard Motor Products, Inc., as borrower and the
other credit parties thereto, and General Electric
Capital Corp., as agent and lender, Bank of
America, N.A. and Wachovia Bank, N.A., as lenders
and co-syndication agents, JPMorgan Chase Bank,
N.A., as lender and as documentation agent, and
the other lenders thereto.
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