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 February 9, 2007 (February 8, 2007)
reported) -----------------------------------
L. B. Foster Company
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(Exact name of registrant as specified in its charter)
Pennsylvania 000-10436 25-1324733
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(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
415 Holiday Drive, Pittsburgh, Pennsylvania 15220
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (412) 928-3417
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None
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(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 (see General Instruction A.2. below):
[ ] 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
CFR240.14a-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))
Item 1.01 Entry Into a Material Definitive Agreement
Effective February 8, 2007, the Registrant and its subsidiaries, CXT
Incorporated, Natmaya, Inc. and Fosmart, Inc. (collectively the "Company")
executed the Third Amendment to the Revolving Credit and Security Agreement
originally dated May 5, 2005 (the "Agreement') by and among the Company and PNC
Bank National Association, as lender and agent, LaSalle Bank National
Association and First Commonwealth Bank. The Third Amendment is attached hereto
as Exhibit 10.0.3 and incorporated herein in its entirety.
Under the Third Amendment, debt placed in LIBOR tranches will be priced at
prevailing LIBOR rates, plus 1.25%. Debt placed in other tranches will be priced
at the prevailing prime rate minus 1.00%. The "Facility Fee" has been set at
..25%.
The Third Amendment also permits the Company to use various additional debt
instruments to finance capital expenditures, outside of borrowings under the
Agreement. The amount of miscellaneous debt the Company may incur, in addition
to debt under the Agreement and certain specifically permitted debt, has been
increased to $10M. The Third Amendment increased the Company's permitted annual
capital expenditures to $12M effective for the 2006 fiscal year.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
10.0.3 Third Amendment dated February 8, 2007 to Revolving Credit
and Security 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 hereunto duly authorized.
L.B. Foster Company
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(Registrant)
Date: February 9, 2007
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/s/David J. Russo
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David J. Russo
Senior Vice President,
Chief Financial Officer and Treasurer
EXHIBIT INDEX
10.0.3 Third Amendment dated February 8, 2007 to Revolving Credit
and Security Agreement.