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): March 30, 2009
SYKES ENTERPRISES, INCORPORATED
(Exact name of registrant as specified in its charter)
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| Florida
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0-28274
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56-1383460 |
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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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400 N. Ashley Drive,
Tampa, Florida
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33602 |
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(Address of principal
executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (813) 274-1000
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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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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 |
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Entry Into a Material Definitive Agreement. |
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| Item 1.02 |
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Termination of a Material Definitive Agreement. |
On March 30, 2009, the Company entered into a new Credit Agreement with KeyBank National
Association and Bank of America, N.A. The Credit Agreement replaces the Company’s prior Credit
Agreement, dated March 15, 2004, among the Company, KeyBank National Association and BNP Paribas.
The new Credit Agreement provides the Company with a $50 million revolving credit facility,
which amount is subject to certain borrowing limitations, and includes certain customary financial
and restrictive covenants. Pursuant to the terms of the Credit Agreement, the amount of $50.0
million may be increased up to a maximum of $100.0 million with the prior written consent of the
lenders. The $50.0 million credit facility includes a $40.0 million multi-currency subfacility, a
$10.0 million swingline subfacility and a $5.0 million letter of credit subfacility. The credit
facility will terminate on March 29, 2012.
Under the credit facility, the Company may obtain base rate loans (which include all loans
under the swingline subfacility), eurodollar loans and alternate currency loans.
Base rate loans are loans denominated in U.S. dollars which bear interest at an annual rate
equal to the base rate (defined as the highest of (a) KeyBank’s prime rate, (b) the Federal Funds
Effective Rate plus 0.5%, and (c) the overnight LIBOR rate plus 1.0%) plus an applicable margin of
between 1.75% and 2.50%, depending upon the Company’s leverage ratio.
Eurodollar loans are loans denominated in U.S. dollars which bear interest at an annual rate
equal to a rate equal to the eurodollar rate plus an applicable margin of between 2.75% and 3.50%,
depending upon the Company’s leverage ratio. The Eurodollar rate is a rate equal to the quotient
obtained by dividing (a) the rate of interest in the London interbank market for U.S. dollar
deposits with a maturity comparable to the interest period selected by the Company for the loan by
(b) 1.00 minus the reserve percentage. The reserve percentage is the percentage prescribed by the
Board of Governors of the Federal Reserve System for determining the maximum reserve requirement
for a member bank of the Federal Reserve System in Cleveland, Ohio, in respect of eurocurrency
liabilities.
Alternate currency loans are loans denominated in currencies other than U.S. dollars which
bear interest at an annual rate equal to the alternate currency rate applicable to the relevant
alternate currency plus an applicable margin of between 2.75% and 3.50%, depending upon the
Company’s leverage ratio. The alternate currency rate is a rate equal to the quotient obtained by
dividing (a) the rate of interest in the London interbank market for deposits in the relevant
alternate currency with a maturity comparable to the interest period selected by the Company for
the loan by (b) 1.00 minus the reserve percentage.
The credit facility may be used for general corporate purposes including acquisitions, share
repurchases, working capital support, and letters of credit, subject to certain limitations, and
repayment of borrowings under the credit facility are guaranteed by the Company’s active
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United States subsidiaries, with such guarantees being secured by a pledge of 65% of the stock
of each of the active direct foreign subsidiaries of such United States subsidiaries. A commitment
fee of between .50% and 0.65% is charged on the unused portion of the credit facility on a
quarterly basis, based upon the Company’s leverage ratio.
The Company has no immediate plans to borrow any funds under the credit facility.
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| Item 9.01 |
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Financial Statements and Exhibits. |
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| Exhibit 99.1
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Credit Agreement, dated March 30, 2009, among the Company, KeyBank National
Association and Bank of America, N.A. |
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