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 22, 2006
TOWER AUTOMOTIVE, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)
1-12733 41-1746238
(Commission File Number) (IRS Employer Identification No.)
27175 HAGGERTY ROAD, NOVI, MICHIGAN 48377
(Address of Principal Executive Offices) (Zip Code)
(248) 675-6000
(Registrant's Telephone Number, Including Area Code)
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
SECTION 8 -- OTHER EVENTS
ITEM 8.01 OTHER EVENTS.
On September 22, 2006, Tower Automotive, Inc. (the "Company") circulated for
approval by the lenders under its Revolving Credit, Term Loan and Guaranty
Agreement dated February 2, 2005, as amended, (the "DIP Agreement") the seventh
amendment to the DIP Agreement. Such amendment amends certain covenants
contained in the DIP Agreement which the Company anticipated violating during
the fourth quarter of 2006. In addition, the facility amends certain provisions
to allow for dividends to be declared and paid by less than wholly-owned
subsidiaries of the Company and waives any existing covenant technical breaches
related to previously declared and paid dividends by less than wholly-owned
subsidiaries of the Company. The DIP Agreement is also being amended to adjust
certain interest rates based on the current economic environment. The Company
expects that the lenders will vote on such amendment on October 5, 2006.
All statements, other than statements of historical fact, included in this Form
8-K or incorporated by reference herein, are, or may be deemed to be,
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended
(the "Exchange Act"). When used in this Form 8-K, the words "anticipate,"
"believe," "estimate," "expect," "intends," "project," "plan" and similar
expressions, as they relate to the Company, are intended to identify
forward-looking statements. Such forward-looking statements are based on the
beliefs of the Company's management as well as on assumptions made by and
information currently available to the Company at the time such statements were
made. Various economic and competitive factors could cause actual results to
differ materially from those discussed in such forward-looking statements,
including factors which are outside the control of the Company, such as risks
relating to: (i) confirmation of a plan of reorganization under the Bankruptcy
Code, which would allow the Company to reduce unsustainable debt and other
liabilities and simplify the Company's complex and restrictive capital
structure; (ii) the Company's reliance on major customers and selected vehicle
platforms; (iii) the cyclicality and seasonality of the automotive market; (iv)
the failure to realize the benefits of acquisitions and joint ventures; (v) the
Company's ability to obtain new business on new and redesigned models; (vi) the
Company's ability to achieve the anticipated volume of production from new and
planned supply programs; (vii) the general economic or business conditions
affecting the automotive industry (which is dependent on consumer spending),
either nationally or regionally, being less favorable than expected; (viii) the
Company's failure to develop or successfully introduce new products; (ix)
increased competition in the automotive components supply market; (x) unforeseen
problems associated with international sales, including gains and losses from
foreign currency exchange; (xi) implementation of or changes in the laws,
regulations or policies governing the automotive industry that could negatively
affect the automotive components supply industry; (xii) changes in general
economic conditions in the United States, Europe and Asia; (xiii) various other
factors beyond the Company's control; and (xiv) those risks set forth in the
Company's Annual Report on Form 10-K in Item IA, Part I. All subsequent written
and oral forward-looking statements attributable to the Company or persons
acting on behalf of the Company are expressly qualified in their entirety by
such cautionary statements.
SECTION 9 -- FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits:
99.1 Draft of proposed Seventh Amendment to Revolving Credit, Term Loan
and Guaranty Agreement
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 thereunto duly authorized.
TOWER AUTOMOTIVE, INC.
REGISTRANT
Date: September 22, 2006 /s/ James A. Mallak
---------------------------
James A. Mallak
Chief Financial Officer
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
99.1 Draft of proposed Seventh Amendment to Revolving Credit, Term
Loan and Guaranty Agreement