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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): September 29, 2000
TTM TECHNOLOGIES, INC.
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(Exact Name of Registrant as Specified in Charter)
Washington 0-31285 91-1033443
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
17550 N.E. 67th Court, Redmond, Washington 98052
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (425) 883-7575
N/A
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS
On September 29, 2000, TTM Technologies, Inc., a Washington corporation
(the "Company"), entered into an amended and restated credit agreement and,
on October 13, 2000, entered into a first amendment to such amended and
restated credit agreement (such amended and restated credit agreement, as
amended, the "Credit Facility"), for which First Union National Bank is the
administrative agent, Sun Trust Bank is the documentation agent, Fleet
National Bank is the syndication agent, and First Union Capital Markets Corp.
is the lead arranger. The lenders are a syndicate comprised of various
banks, financial institutions or other entities which hold transferable
interests in the First Union Credit Facility. All borrowings are
collateralized by the Company's assets. The Credit Facility, as of October
17, 2000, consists of:
- a term facility of up to $45 million; and
- a revolving line of credit of up to $25 million, including up to $5
million on a swingline loan subfacility.
The Credit Facility requires the Company to meet financial ratios and
benchmarks and to comply with other restrictive covenants. The covenants
include capital expenditure limits, leverage and interest coverage ratios,
and consolidated net worth. The term facility amortizes in 20 quarterly
installments through September 30, 2005. The revolving line of credit and
swingline commitment each expire on September 29, 2005. The Company is
required to pay a commitment fee on the average daily unused amount of the
revolver and a letter of credit fee on the average daily maximum amount
available for each letter of credit outstanding.
The Company's borrowings under the term and revolving loans of the Credit
Facility bear interest at varying rates based, at the Company's option, on
either LIBOR plus 100 to 200 basis points or the alternate base rate plus 0
to 50 basis points. The alternate base rate is the greater of (i) First
Union National Bank's prime rate or (ii) the effective rate for federal funds
plus 50 basis points. The amount added to the LIBOR rate or the alternate
base rate varies depending upon the Company's leverage ratios. The Company
must apply proceeds of sales of debt or material assets to prepayment on the
Credit Facility, subject to some exceptions.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has caused this current report to be signed on its behalf by the
undersigned hereunto duly authorized.
TTM TECHNOLOGIES, INC.
Date: October 26, 2000 By: /s/ Stacey M. Peterson
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Name: Stacey M. Peterson
Title: Secretary & Chief Financial Officer
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