Huron Consulting Group Inc Form 8-K Dated February 23, 2007
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
February
23, 2007
Date
of
Report (Date of earliest event reported)
Huron
Consulting Group Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-50976
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01-0666114
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(State
or other jurisdiction
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(Commission
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(IRS
Employer
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of
incorporation or organization)
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File
Number)
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Identification
Number)
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550
West Van Buren Street
Chicago,
Illinois
60607
(Address
of principal executive offices)
(Zip
Code)
(312)
583-8700
(Registrant’s
telephone number, including area code)
_____________________
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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o 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.
On
February 23, 2007, we
entered into a second amendment to our credit agreement that was originally
dated June 7, 2006. Pursuant to the second amendment, the maximum amount of
principal that may be borrowed under the credit agreement was increased from
$130 million to $175 million, with an accordion feature allowing for
an additional amount of up to $50 million to be borrowed. Additionally, the
second amendment (i) reflects a favorable reduction in certain pricing terms;
(ii) modifies the covenant with respect to the amount of aggregate debt that
may
be utilized for an acquisition or series of related acquisitions in order
to
increase such amount to $40 million; (iii) extends the maturity date of all
outstanding principal from May 31, 2011 to February 23, 2012; (iv)
clarifies the covenant concerning restricted payments; and (v) modifies the
“use
of proceeds” covenant to add an additional $10 million for certain
specified uses. No other key terms of the credit agreement were modified
under
the second amendment.
Prior
to
the second amendment described above, borrowings outstanding under our credit
facility totaled $89.5 million. Subsequent to the second amendment on
February 26, 2007, we borrowed $35.0 million to fund our 2006 bonus
payout. On February 27, 2007, we repaid $7.5 million of outstanding
borrowings. The aggregate amount of borrowings outstanding as of
February 28, 2007 totaled $117.0 million consisting of one Prime loan
of $7.0 million with a current interest rate of 7.8% and three LIBOR loans
totaling $110.0 million with a current weighted-average interest rate of
6.1%.
The
foregoing description is qualified in its entirety by reference to the text
of
the Second Amendment to Credit Agreement, a copy of which is filed as Exhibit
10.1 to this Current Report on Form 8-K.
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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.
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The
information from Item 1.01 is incorporated herein by reference in its
entirety.
In
addition to historical information, this Current Report on Form 8-K contains
forward-looking statements as defined in Section 21E of the Securities Exchange
Act of 1934 and the Private Securities Litigation Reform Act of 1995.
Forward-looking statements are identified by words such as “may,” “should,”
“could,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” or
“continue.” These forward-looking statements reflect our current expectation
about our future performance or achievements. These statements involve known
and
unknown risks, uncertainties and other factors that may cause actual performance
or achievements to be materially different from any expressed by these
forward-looking statements. Please see “Risk Factors” in our Annual Report on
Form 10-K for the year ended December 31, 2006 and in other documents that
we file with the Securities and Exchange Commission for a complete description
of the material risks we face.
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Item
9.01.
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Financial
Statements and Exhibits.
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Exhibit
10.1
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Second
Amendment to Credit Agreement, dated as of February 23,
2007.
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Exhibit
99.1
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Press
release, dated February 28,
2007.
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SIGNATURE
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.
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Huron
Consulting Group Inc.
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(Registrant)
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Date:
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February 28,
2007
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/s/
Gary L. Burge
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Gary
L. Burge
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Vice
President,
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Chief
Financial Officer and
Treasurer
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EXHIBIT
INDEX
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Exhibit
Number
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Description
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Exhibit
10.1
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Second
Amendment to Credit Agreement, dated as of February 23,
2007.
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Exhibit
99.1
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Press
release, dated February 28,
2007.
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