Aventine Renewable Energy Holdings Inc - Current report filing (8-K)
17 9월 2008 - 11:44PM
Edgar (US Regulatory)
UNITED
STATES
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): September 16,
2008
AVENTINE
RENEWABLE ENERGY HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
Delaware
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001-32922
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05-0569368
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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120
North Parkway
Pekin,
IL
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61554
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(Address
of principal executive offices)
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(Zip
Code)
|
Registrant's
telephone number, including area code:
(309)
347-9200
Not
Applicable
(Former
name or former address, if changed since last report)
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:
[
]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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[
]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[
]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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[
]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01 Entry into a Material Definitive Agreement
Item
8.01 Other Events
On
September 16, 2008 we entered into a technical amendment to our five year
secured revolving credit facility with JPMorgan Chase Bank, N.A., as
administrative agent and a lender (the “Credit Agreement”) to clarify certain
ambiguities relating to the treatment of capital expenditures in the calculation
of the fixed charge coverage ratio included therein. Pursuant to the
amendment we amended the definition of
“
Non-Financed Capital
Expenditures”
contained in
Section 1.01 of the Credit Agreement, which is used in the calculation of
the fixed charge coverage ratio.
I
f availability under the Credit
Agreement falls below $50 million, we must maintain a fixed charge coverage
ratio of at least 1.1 to 1. Based on our current expectations regarding EBITDA
and planned capital expenditures, we do not expect to satisfy the fixed charge
coverage ratio before the end of 2009 at the earliest and as a result do not
expect to be able to access the last $50 million of commitments under the Credit
Agreement. Failing to satisfy the fixed charge ratio does not affect
our ability to borrow amounts under the Credit Agreement other than
the last $50 million of commitments. Our total availability under the
Credit Agreement at June 30, 2008 (including the $50 million we do not expect to
be able to access) was $131.3 million.
Although
we believe, under current industry conditions, that our existing sources of
liquidity will be sufficient to enable us to complete and start-up our phase I
expansions at Aurora, Nebraska and Mt. Vernon, Indiana, we do not have a
meaningful amount of excess liquidity to withstand unanticipated liquidity
needs. In particular, our inventory, accounts receivable and accounts
payable levels can vary materially as a result of changes in commodity prices,
particularly corn and ethanol prices, as well as the number of gallons in
inventory, the number of gallons of ethanol purchased in purchase resale
transactions or from marketing alliance partners and days’ sales outstanding of
receivables.
Accordingly,
we are continuing to evaluate a number of actions designed to increase the
amount of liquidity available to us, including reducing inventory
levels, seeking additional debt and equity financing, potentially
delaying construction or start-up of our Aurora, Nebraska and/or Mt. Vernon,
Indiana expansions and other strategic initiatives. We cannot assure
you that any of these initiatives will generate adequate additional liquidity
for us on acceptable terms or at all.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No.
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Description
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10.1
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Letter
Agreement dated September 4, 2008 amending the Credit Agreement, dated as
of March 23, 2007, by and among Aventine Renewable Energy, Inc.,
Aventine Renewable Energy—Mt Vernon, LLC and Aventine Renewable
Energy—Aurora West, LLC, the other Loan Parties thereto, the lenders
thereto and JPMorgan Chase Bank, N.A., as administrative
agent.
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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 hereto
duly authorized.
Dated: September
17, 2008
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AVENTINE
RENEWABLE ENERGY HOLDINGS, INC.
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|
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By:
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/s/ William J. Brennan
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William
J. Brennan
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Principal
Accounting Officer
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EXHIBIT
INDEX
Exhibit
No.
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Description
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10.1
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Letter
Agreement dated September 4, 2008 amending the Credit Agreement, dated as
of March 23, 2007, by and among Aventine Renewable Energy, Inc.,
Aventine Renewable Energy—Mt Vernon, LLC and Aventine Renewable
Energy—Aurora West, LLC, the other Loan Parties thereto, the lenders
thereto and JPMorgan Chase Bank, N.A., as administrative
agent.
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Aventine Renew Enrgy (NYSE:AVR)
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