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ROADRUNNER TRANSPORTATION SYSTEMS, INC. FILES (8-K) Disclosing Entry into a Material Definitive Agreement, Financial Statements and Exhibits

July 14, 2014



Item 1.01. Entry into a Material Definitive Agreement.

As described in Item 2.03 below, on July 9, 2014, we amended and restated our existing credit agreement with U.S. Bank National Association, a national banking association. The disclosure provided in Item 2.03 of this report is hereby incorporated by reference into this Item 1.01. Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an

Off-Balance Sheet Arrangement of a Registrant. On July 9, 2014, we entered into a fifth amended and restated credit agreement with U.S. Bank National Association, a national banking association, as Administrative Agent, Swing Line Lender and LC Issuer, and the Lenders, Arrangers and Agents party thereto. The fifth amended and restated credit agreement expanded our existing credit facility and provides for a credit facility consisting of a $200 million term loan and a revolving line of credit up to a maximum amount of $350 million, of which up to $10 million may be used for Swing Line Loans (as defined in the credit agreement) and up to $30 million may be used for letters of credit. The credit facility matures on July 9, 2019. Advances under the credit facility will bear interest at either (a) the Eurocurrency Rate or (b) the Base Rate (as such terms are defined in the credit agreement). As security for the credit facility, we and our direct and indirect domestic subsidiaries have granted a first priority lien on (i) certain real property owned by our domestic subsidiaries; and (ii) substantially all of our and our domestic subsidiaries' tangible and intangible personal property, including a pledge of the capital stock of certain of our direct and indirect subsidiaries. The obligations under the credit agreement are also guaranteed pursuant to a guaranty agreement entered into by each of our domestic subsidiaries. Our credit agreement requires us to meet financial tests, including a minimum fixed charge coverage ratio and a maximum cash flow leverage ratio. In addition, our credit agreement contains negative covenants limiting, among other things, additional indebtedness, capital expenditures, transactions with affiliates, additional liens, sales of assets, dividends, investments and advances, prepayments of debt, mergers and acquisitions, and other matters customarily restricted in such agreements. Our credit agreement also contains customary events of default, including payment defaults, breaches of representations and warranties, covenant defaults, events of bankruptcy and insolvency, failure of any guaranty or security document supporting the credit agreement to be in full force and effect, and a change of control of our business. A copy of the credit agreement is filed as Exhibit 10.25 to this report and is incorporated herein by reference. The foregoing description of the credit agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the credit agreement.



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Item 9.01. Financial Statements and Exhibits.

(a) Financial Statements of Business Acquired. Not applicable. (b) Pro Forma Financial Information. Not applicable. (c) Shell Company Transactions. Not applicable. (d) Exhibits.

Exhibit Number 10.25 Fifth Amended and Restated Credit Agreement, dated July 9, 2014, among the Registrant, U.S. Bank National Association, a national banking association, the Lenders (as defined therein) and the other parties thereto 99.1 Press Release, dated July 9, 2014 entitled "Roadrunner Transportation Systems Announces Expansion of Credit Facility"



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Source: Edgar Glimpses


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