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: April 3, 2009
ICO
GLOBAL COMMUNICATIONS (HOLDINGS) LIMITED
(Exact
Name of Registrant as Specified in its Charter)
Delaware
(State
or other jurisdiction
of
incorporation)
|
001-33008
(Commission
File
Number)
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98-0221142
(IRS Employer
Identification #)
|
Plaza
America Tower I
11700
Plaza America Drive, Suite 1010
Reston,
Virginia
(Address
of Principal Executive Offices)
|
20190
(Zip
Code)
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(703)
964-1400
(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
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre
commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
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Item
1.01. Entry into a Material Definitive Agreement
The
disclosure provided in Item 2.03 below is incorporated herein by
reference.
Item
2.03. Creation of a Direct Financial Obligation or an Obligation Under an
Off-Balance Sheet Arrangement
On April
3, 2009, our subsidiary ICO North America, Inc. (“ICO North America”) entered
into a Forbearance Agreement (“Forbearance Agreement”) among the Subsidiary
Guarantors named therein, Jefferies Finance LLC, as lead arranger, book manager,
documentation agent, syndication agent and administrative agent (“Agent”), and
certain senior lenders under the Amended and Restated Revolving Credit Agreement
dated April 7, 2008, (“Credit Agreement”). Pursuant to the
Forbearance Agreement, the Agent and the senior lenders have agreed to
temporarily forbear from exercising rights and remedies against ICO North
America and the Subsidiary Guarantors with respect to specified defaults under
the Credit Agreement arising from the fact that the 2008 financials for ICO
North America are accompanied by a “going concern” opinion from ICO North
America’s auditors.
The
Forbearance Agreement is effective until the earlier of May 1, 2009 (the
maturity date for the Credit Agreement) or a Termination Event, as defined
under the Forbearance Agreement. ICO North America must meet a number
of closing conditions for the continued effectiveness of the Forbearance
Agreement, including providing the signature of the collateral trust agent
within five business days. In consideration for the Forbearance
Agreement, ICO North America is paying a fee equal to 0.75% of the Existing
Principal and, notwithstanding the temporary forbearance of the senior lenders,
the default interest rate provided under the Credit Agreement will be paid at
14.5%.
The
Forbearance Agreement is attached hereto as Exhibit 10.1 and is
incorporated herein by reference. The description above is qualified
in its entirety by reference to the Forbearance Agreement.
Item
9.01 Financial
Statements and Exhibits.
(d)
Exhibits.
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10.1
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Forbearance
Agreement dated April 3, 2009
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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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ICO GLOBAL COMMUNICATIONS
(HOLDINGS) LIMITED (Registrant) |
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By:
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/s/
John L. Flynn |
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April
7, 2009
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John
L. Flynn |
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Executive Vice President,
General Counsel and Corporate Secretary |
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EXHIBITS
Exhibit
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Description of
Exhibit
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10.1
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Forbearance
Agreement dated April 3, 2009
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