UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

 

May 11, 2015 

 

DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED)

 

 

METALDYNE PERFORMANCE GROUP INC. 

 

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

 

DELAWARE 

 

(STATE OR OTHER JURISDICTION OF INCORPORATION)

 

001-36774 47-1420222
(COMMISSION FILE NUMBER) (IRS EMPLOYER IDENTIFICATION NO.
   
   

47659 Halyard Drive

Plymouth, MI

48170
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

 

(734)-207-6200 

 

(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)

 

 

 

(FORMER NAME OR 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 communication 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))

  

 
 

 

Item 1.01. Entry into a Material Definitive Agreement and Item 2.03. Creation of a Direct Financial Obligation

 

On May 11, 2015, Metaldyne Performance Group Inc. (the "Company") issued a press release regarding the Company’s Senior Secured Debt Facility. The press release is attached as Exhibit 99.1 hereto.

 

Item 7.01. Regulation FD Disclosure

 

The information contained in this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed to be “filed” for the purpose of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, regardless of any general incorporation language in any such filings.

 

Item 9.01. Financial Statements and Exhibits

 

(d) Exhibits

99.1Press release dated May 11, 2015.

 

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.

  

  BY: /s/ Mark Blaufuss   Date: May 11, 2015
    Mark Blaufuss    
    CFO    

 

 
 

  

EXHIBIT INDEX

 

Exhibit No.   Description
     
99.1   Press Release of the Company dated May 11, 2015.

 

 



Exhibit 99.1
 

Metaldyne Performance Group, Inc. Refinances Senior Secured Debt Facility

PLYMOUTH, Mich., May 11, 2015 /PRNewswire/ -- Metaldyne Performance Group Inc. (NYSE: MPG), a leading provider of highly-engineered components for use in powertrain and safety-critical platforms for the global light, commercial and industrial vehicle markets, announced the completion of a refinancing amendment to its senior secured credit facility ("New Facility") pursuant to the terms of the related First Refinancing Amendment to the Credit Agreement (such amended credit facility, the "Credit Agreement") providing for $1,327.9 million of term loans with a final maturity date of 2021.

MPG Logo

Amounts and pricing on the term loan tranches under the New Facility was set as follows:

  • USD denominated term loan tranche of $ 1,072.6 million was set at LIBOR plus 2.75% with a 1.00% LIBOR floor, issued at par.
  • Euro denominated term loan tranche of 225 million Euros was set at EURIBOR plus 2.75% with a 1.00% EURIBOR floor, issued at 99.5.

The $1,326.6 million of former USD denominated loans were repaid and carried pricing of LIBOR plus 3.25%, with a 1.00% LIBOR floor.

The new loans were issued with estimated total fees and original issue discount of approximately $3.0 million. At the current interest rates and amounts outstanding, MPG is expected to save $6.6 million in annual cash interest, representing less than a six month payback of the fees incurred to enter into the New Facility.

"Our new debt facilities improve our annual cash flow while maintaining the financial flexibility to support the execution of our continued growth and strategic plans," said Mark Blaufuss, Chief Financial Officer for MPG. "We were able to capitalize on an opportunistic credit market, which allowed us to reduce our annual cash interest payments by $6.6 million and create an FX hedge by converting a portion of USD denominated term loan debt into Euro based term loan debt."

Goldman Sachs, Deutsche Bank Securities Inc., Bank of America, N.A. and Merrill Lynch, Pierce, Fenner &Smith Incorporated served as the Joint Lead Arrangers and Joint Book Runners for the New Facility.

About MPG
Metaldyne Performance Group Inc. is a leading provider of highly-engineered components for use in powertrain and safety-critical platforms for the global light, commercial and industrial vehicle markets. MPG produces these components using complex metal-forming manufacturing technologies and processes for a global customer base of vehicle OEMs and Tier I suppliers. MPG's metal-forming manufacturing technologies and processes include aluminum die casting, forging, iron casting and powder metal forming as well as advanced machining and assembly. Headquartered in Plymouth, Michigan, MPG has a global footprint spanning 61 locations in 13 countries across North America, South America, Europe and Asia with approximately 12,000 employees. For more information, visit www.mpgdriven.com.

Cautionary Note Regarding Forward-Looking Statements
This press release contains certain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by words such as "expects," "intends," "anticipates," "plans," "believes," "seeks," "estimates," "will" or words of similar meaning and include, but are not limited to, statements regarding the outlook for the Company's future business and financial performance. Forward-looking statements are based on management's current expectations and assumptions, which are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict. Actual outcomes and results may differ materially due to global political, economic, business, competitive, market, regulatory and other factors and risks, including those described under the heading "Risk Factors" in our filings with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events, except as otherwise may be required by law.

Contact:

Investor Relations
Paul Suber
Vice President, Business Development & Investor Relations
investors@mpgdriven.com
248-440-9503

Logo - http://photos.prnewswire.com/prnh/20150311/181160LOGO



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