CONVERGYS CORPORATION (NASDAQ:CVG) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.
The disclosures contained in Item 2.03. Creation of a Direct
Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant of this Current Report on Form 8-K
and Exhibit 10.1 to this Current Report on Form 8-K are
incorporated in this Item 1.01 by reference.
Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant of this Current Report on Form 8-K
and Exhibit 10.1 to this Current Report on Form 8-K are
incorporated in this Item 1.01 by reference.
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Item 2.03
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Creation of a Direct Financial Obligation or an Obligation
under an Off-Balance Sheet Arrangement of a Registrant. |
On January 4, 2017, Convergys Corporation, an Ohio corporation
(the Company), entered into Amendment No. 10 (the Amendment) to
the Companys existing Receivables Purchase Agreement (the
Agreement) with Convergys Funding Inc., a Kentucky corporation
and a wholly-owned bankruptcy remote subsidiary of the Company,
Wells Fargo Bank, N.A., individually as a Purchaser and as
Administrative Agent (Wells Fargo), The Bank of Tokyo-Mitsubishi
UFJ, Ltd., New York Branch, individually as a Purchaser and as
Gotham Group Agent (BTMU), and Gotham Funding Corporation, as a
Purchaser (together with BTMU, the Gotham Group), to (i) extend
the termination date for the Purchasers commitments under the
Companys accounts receivable securitization facility to January
3, 2020 for Wells Fargo and, subject to extension in accordance
with the Agreement, January 3, 2018 for the Gotham Group, (ii)
increase the purchase limit thereunder to $225 million, and (iii)
make certain other conforming, clarifying or otherwise immaterial
amendments thereto.
(the Company), entered into Amendment No. 10 (the Amendment) to
the Companys existing Receivables Purchase Agreement (the
Agreement) with Convergys Funding Inc., a Kentucky corporation
and a wholly-owned bankruptcy remote subsidiary of the Company,
Wells Fargo Bank, N.A., individually as a Purchaser and as
Administrative Agent (Wells Fargo), The Bank of Tokyo-Mitsubishi
UFJ, Ltd., New York Branch, individually as a Purchaser and as
Gotham Group Agent (BTMU), and Gotham Funding Corporation, as a
Purchaser (together with BTMU, the Gotham Group), to (i) extend
the termination date for the Purchasers commitments under the
Companys accounts receivable securitization facility to January
3, 2020 for Wells Fargo and, subject to extension in accordance
with the Agreement, January 3, 2018 for the Gotham Group, (ii)
increase the purchase limit thereunder to $225 million, and (iii)
make certain other conforming, clarifying or otherwise immaterial
amendments thereto.
The foregoing description of the Amendment does not purport to be
complete and is qualified in its entirety by reference to the
full text of the Amendment, which is filed as Exhibit 10.1 to
this Current Report on Form 8-K and is incorporated in this Item
2.03 by reference.
complete and is qualified in its entirety by reference to the
full text of the Amendment, which is filed as Exhibit 10.1 to
this Current Report on Form 8-K and is incorporated in this Item
2.03 by reference.
The Amendment contains representations and warranties that were
made by the parties thereto for purposes of the Amendment. These
representations and warranties were made as of specific dates,
are subject to qualifications and limitations agreed by the
parties in connection with negotiating the terms of the
Amendment, may be subject to contractual standards of materiality
different from those generally applicable to investors, or may
have been used for the purpose of allocating risk between the
parties rather than establishing matters as facts. The Amendment
is not intended to be and should not be relied upon as a source
of factual, business or operational information about the Company
beyond information regarding the legal relationships between the
parties to the Amendment.
made by the parties thereto for purposes of the Amendment. These
representations and warranties were made as of specific dates,
are subject to qualifications and limitations agreed by the
parties in connection with negotiating the terms of the
Amendment, may be subject to contractual standards of materiality
different from those generally applicable to investors, or may
have been used for the purpose of allocating risk between the
parties rather than establishing matters as facts. The Amendment
is not intended to be and should not be relied upon as a source
of factual, business or operational information about the Company
beyond information regarding the legal relationships between the
parties to the Amendment.
Item 9.01. Financial Statements and Exhibits.
>(d) Exhibits:
Exhibit No. Description
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10.1
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Amendment No. 10 to Receivables Purchase Agreement, dated
as of January 4, 2017, by and among Convergys Corporation, Convergys Funding Inc., Wells Fargo Bank, N.A., The Bank of Tokyo-Mitsubishi UFJ, Ltd., New York Branch, and Gotham Funding Corporation. |