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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
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): March 4, 1996
AAON, INC.
(Exact name of registrant as specified in its charter)
Nevada 33-18336-LA 87-0448736
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2425 South Yukon, Tulsa, Oklahoma 74107
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(Address of principal executive offices)
Registrant's telephone number, including area code: (918) 583-2266
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Item 5. Other Events.
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On March 4, 1996, the Registrant executed the Sixth Amendment to
Restated Revolving Credit and Term Loan Agreement.
Item 7. Financial Statements and Exhibits.
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(c) A copy of the Sixth Amendment to Restated Revolving Credit and
Term Loan Agreement is filed herewith as Exhibit 1.
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.
AAON, INC.
Date: March 18, 1996 By: /s/ John B. Johnson, Jr.
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John B. Johnson, Jr., Secretary
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Exhibit 1
SIXTH AMENDMENT TO RESTATED
REVOLVING CREDIT AND TERM LOAN AGREEMENT
This Sixth Amendment to Restated Revolving Credit and Term Loan Agreement
("Sixth Amendment") is dated as of April 10, 1995, by and among AAON,INC., an
Oklahoma corporation ("AAON"), CP/AAON, INC., a Texas corporation ("CP/AAON")
(separately and collectively, the "Borrowers") and BANK OF OKLAHOMA, NATIONAL
ASSOCIATION, a national banking association ("Bank").
RECITALS
A. Reference is made to the Restated Revolving Credit and Term Loan
Agreement dated as of June 8, 1992, which was amended by a First Amendment to
Restated Revolving Credit and Term Loan Agreement dated as of February 12, 1993,
a Second Amendment to restated Revolving Credit and Term Loan Agreement dated
May 31, 1993, a Third Amendment to Restated Revolving Credit and Term Loan
Agreement dated March 31, 1994, a Fourth Amendment to restated Revolving Credit
and Term Loan Agreement dated March 1, 1995, Fifth Amendment to Restated
Revolving Credit and Term Loan Agreement dated April 10, 1995, and by various
letter agreements between the Bank and the Borrowers (as amended, the "Loan
Agreement").
B. All terms used herein shall have the meanings given in the Loan
Agreement, unless otherwise specifically defined herein.
AGREEMENT
For valuable consideration received, and as inducement for Bank to extend
the Revolving Credit Commitment to July 31, 1997; the Borrowers and Bank agree
to the following:
1. Amendments to the Loan Agreement. The Loan Agreement is amended as
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described below:
1.1 Section 1.39 (Revolving Credit Commitment) is hereby amended to
evidence that the date March 31, 1997 shall now mean and read July 31, 1997.
1.2 Section 1.41 (Revolving Credit Note) is hereby amended to evidence
that the form of Revolving Credit Note annexed as Exhibit "A" to the Loan
Agreement shall now mean the Revolving Credit Note in form and content set forth
on Schedule "1.1" to this sixth Amendment.
1.3 Section 2.1 (Revolving Credit Loans) is hereby amended to evidence
that the date "March 31, 1997" shall now mean and read "July 31, 1997".
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1.4 Section 2.3 (Revolving Credit Advances) is hereby amended to evidence
that the date "March 31, 1997" shall now mean and read "July 31, 1997".
2. Amendments to and Ratification of Security Instruments. Borrowers
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hereby ratify and confirm the Security Instruments with respect to the
$8,150,000 Revolving Credit Note, together with any extensions, renewals or
changes in form thereof.
3. Ratification of Guaranty. AAON (Nevada) hereby ratifies and confirms
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its Guaranty with respect to the $8,150,000 Revolving Credit Note; additionally
AAON (Nevada) hereby ratifies and confirms the Pledge Agreement with Respect to
the $8,150,000 Revolving Credit Note. Evidence of Guarantor's agreement to the
foregoing shall be reflected by Guarantor's execution of the appropriate
signature block on the signature page to this Fifth Amendment.
4. Representations and Warranties. In addition to any other
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representations and warranties made by the Borrowers under this Sixth Amendment,
Borrowers represent and warrant to Bank as follows:
4.1 No Event of Default or Default under the Loan Agreement, as
amended hereby, exists or is contemplated to arise.
4.2 The representations, warranties and covenants set forth in Article
VII of the Loan Agreement, as amended hereby, are true and correct as of the
date hereof.
5. Deliveries at Closing. At closing, Borrowers shall execute and/or
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deliver, as applicable, to Bank:
5.1 This Sixth Amendment; and
6.2 The $8,150,000 Revolving Credit Note.
6. Additional Documentation. In addition to execution of this Sixth
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Amendment and the $8,150,000 Revolving Credit Note, Borrowers shall execute and
deliver such other instruments, documents and agreements required by Bank in
connection herewith, including without limitation, certifications and affidavits
relating to Borrowers' compliance under the Loan Documents., in form and content
satisfactory to Bank and its legal counsel.
7. Costs, Expenses and Fees. Borrowers agree to pay all costs, expenses
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and fees (including without limitation attorneys fees and expenses) incurred by
Bank in connection with preparation of and consultation relating to this Sixth
Amendment and all related Loan Documents.
8. Governing Law and Binding Effect. This Sixth Amendment and all
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documents executed in connection herewith, shall be governed by and construed in
accordance with the laws of the State of Oklahoma and shall inure to the benefit
of and be binding upon the parties hereto, their successors and assigns.
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"Borrowers"
AAON, INC., An Oklahoma Corporation
By:/s/ Norman H. Asbjornson
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Norman H. Asbjornson,
President
CP/AAON, INC., a Texas Corporation
By:/s/ Norman H. Asbjornson
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Norman H. Asbjornson,
President
"Bank"
BANK OF OKLAHOMA, NATIONAL ASSOCIATION
By:/s/ Denise L. Maltby
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Denise L. Maltby,
Vice President
"Guarantor"
AAON, INC., a Nevada Corporation
By:/s/ Norman H. Asbjornson
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Norman H. Asbjornson,
President
(With regard to Section 3, above)
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