- Current report filing (8-K)
2008年10月18日 - 6:28AM
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
October 17, 2008
Commission file number 1-8572
TRIBUNE COMPANY
(Exact name of registrant as specified in its
charter)
Delaware
(State or other jurisdiction of
incorporation or organization)
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36-1880355
(I.R.S. Employer
Identification No.)
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435 North Michigan Avenue
Chicago, Illinois
(Address of principal executive offices)
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60611
(Zip code)
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Registrants telephone number, including area code:
(312) 222-9100
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the obligation of the registrant
under any of the following provisions:
o
Written communication 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
2.03. CREATION OF A DIRECT FINANCIAL
OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A
REGISTRANT.
On October 17, 2008, Tribune Company (Tribune) sent a notice to
draw $250 million in principal amount under its existing $750 million senior
secured revolving credit facility (the Revolving Credit Facility)
contemplated by the Credit Agreement dated May 17, 2007, as amended on June 4,
2007, by and among Tribune, the lenders party thereto, JPMorgan Chase Bank,
N.A., as administrative agent, Merrill Lynch Capital Corporation, as
syndication agent, Citicorp North America, Inc., Bank of America, N.A. and
Barclays Bank plc, as co-documentation agents, and J.P. Morgan Securities Inc.,
Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global
Markets Inc. and Banc of America Securities LLC, as joint lead arrangers and
joint bookrunners.
The Revolving Credit Facility bears interest per annum at a variable
rate equal to, at Tribunes election, the applicable base rate plus a margin of
200 basis points or LIBOR plus a margin of 300 basis points. Borrowings
under the Revolving Credit Facility are prepayable at any time prior to
maturity without penalty, other than customary breakage costs for LIBOR-based
loans.
Tribune is borrowing under the Revolving Credit Facility to increase
its cash position to preserve its financial flexibility in light of the current
uncertainty in the credit markets.
The outstanding balance of the Revolving Credit Facility subsequent to
the borrowing described above is approximately $348
million,
including $250 million in outstanding loans and approximately $98 million in
outstanding letters of credit. The remaining undrawn committed amount of the
Revolving Credit Facility after giving effect to the borrowing described above
is approximately $402 million.
2
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.
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TRIBUNE
COMPANY
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Date: October 17, 2008
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By:
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/s/ David P. Eldersveld
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Name: David P. Eldersveld
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Title:
Vice President/Deputy General
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Counsel and Secretary
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3
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