Current Report Filing (8-k)
2013年3月25日 - 7:13PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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): March 24, 2013
Otelco
Inc.
(Exact Name of Registrant as Specified in Charter)
Delaware |
|
1-32362 |
|
52-2126395 |
(State or Other Jurisdiction of
Incorporation) |
|
(Commission File Number) |
|
(IRS Employer Identification
No.) |
505 Third Avenue East, Oneonta, AL 35121
(Address of Principal Executive Offices) (Zip
Code)
Registrant’s telephone number, including
area code: (205) 625-3574
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
(see General Instruction A.2. below):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Item 1.03. | Bankruptcy or Receivership. |
On March 24, 2013, Otelco
Inc. (the “Company”) and each of its direct and indirect subsidiaries (together with the Company, the “Debtors”)
filed voluntary petitions for reorganization (the “Chapter 11 Cases”) under chapter 11 of title 11 of the United States
Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware (the “Bankruptcy
Court”) in order to effectuate the Debtors’ prepackaged chapter 11 plan of reorganization. The Chapter 11 Cases are
being jointly administered under the caption “In re Otelco Inc., et al.,” Case No. 13-10593. The Debtors will continue
to operate their businesses as “debtors-in-possession” under the jurisdiction of the Bankruptcy Court and in accordance
with the applicable provisions of the Bankruptcy Code and the orders of the Bankruptcy Court.
| Item 2.04. | Triggering Events
That Accelerate or Increase
a Direct Financial Obligation
or an Obligation under an
Off-Balance Sheet Arrangement. |
The
information included in Item 1.03 above is incorporated herein by reference. The filing
of the Chapter 11 Cases on March 24, 2013 constituted an event of default and triggered the automatic and immediate acceleration
of debt outstanding under the terms of certain instruments and agreements relating to financial obligations of the Debtors (the
“Accelerated Financial Obligations”). The material Accelerated Financial Obligations include:
| · | Approximately $162.0 million of secured term loan obligations
under that certain Second Amended and Restated Credit Agreement, dated as of October 20, 2008, by and among the Company, as borrower,
the other credit parties signatory thereto, as credit parties, the lenders signatory thereto from time to time, as lenders, General
Electric Capital Corporation, as administrative agent, agent and lender, GE Capital Markets, Inc., as lead arranger and sole bookrunner,
and CoBank, ACB, as co-lead arranger and lender, which became immediately due and payable upon the filing of the Chapter 11 Cases;
and |
| · | Approximately $107.7 million aggregate principal amount
of the Company’s 13% Senior Subordinated Notes due 2019 that were issued under that certain Indenture, dated as of December
21, 2004, as supplemented on July 3, 2006, July 5, 2007, October 31, 2008, June 8, 2010, October 1, 2011 and October 14, 2011,
among the Company, the subsidiary guarantors party thereto and Wells Fargo Bank, National Association, as trustee, the principal,
premium, if any, and interest on which became immediately due and payable upon the filing of the Chapter 11 Cases. |
The Debtors believe that any efforts to enforce
the payment obligations under the Accelerated Financial Obligations are stayed under the Bankruptcy Code as a result of the filing
of the Chapter 11 Cases in the Bankruptcy Court.
On March 25, 2013, the
Company issued a press release announcing the Debtors’ filing of the Chapter 11 Cases. A copy of that press release is attached
hereto as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01. | Financial Statements and
Exhibits. |
Exhibit No. |
| Description |
99.1 |
| Press Release of the Company, dated as of March 25, 2013 |
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.
|
OTELCO INC. |
|
|
(Registrant) |
|
Date: March 25, 2013 |
|
|
|
By: |
/s/ Curtis L. Garner, Jr. |
|
|
|
Name: Curtis L. Garner, Jr. |
|
|
|
Title: Chief Financial Officer |
|
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