UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 reported): April 11, 2012
ACME UNITED CORPORATION
(Exact name of registrant as specified in its charter)
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Connecticut
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001-07698
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06-0236700
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(State or other jurisdiction of incorporation or organization)
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(Commission file number)
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(I.R.S. Employer
Identification No.)
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60 Round Hill Road, Fairfield, Connecticut
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06824
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(Address of principal executive offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (203) 254-6060
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 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 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
On April 9, 2012 Acme United Corporation issued a press release announcing that it had entered into a new revolving loan agreement with HSBC Bank, N.A. The new five year facility provides for borrowings up to $30 million at an interest rate of Libor plus 1.75%. The agreement expires on March 31, 2017. The new loan agreement requires the Company to comply with certain covenants which are customary in this type of agreement. The covenants in the new agreement with HSBC are comparable to those in the previous agreement with Wells Fargo. A copy of the press release is attached as exhibit 99.1 to this current report.
Item 9.01 Financial Statements and Exhibits.
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.
ACME UNITED CORPORATION
| By | /s/ Walter C. Johnsen | |
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Walter C. Johnsen
Chairman and
Chief Executive Officer
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| Dated: April 11, 2012 | ||
| By | /s/ Paul G. Driscoll | |
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Paul G. Driscoll
Vice President and
Chief Financial Officer
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Dated: April 11, 2012
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Exhibit 99.1
ACME UNITED CORPORATION NEWS RELEASE
| CONTACT: | Paul G. Driscoll | Acme United Corporation | 60 Round Hill Road | Fairfield, CT 06824 |
| Phone: (203) 254-6060 | FAX: (203) 254-6521 |
FOR IMMEDIATE RELEASE April 9, 2012
ACME UNITED CORPORATION ANNOUNCES NEW BANK FACILITY
FAIRFIELD, CONN. – April 9, 2012 – Acme United Corporation (NYSE AMEX:ACU) today announced that it has entered into a new loan agreement with HSBC Bank, N.A. The new five-year facility provides for borrowings up to $30 million at an interest rate of LIBOR plus 1.75%. The agreement expires on March 31, 2017.
This facility is intended to provide liquidity for growth, share repurchases, dividends, acquisitions, and other related business activities.
Walter C. Johnsen, Chairman and CEO said, “We are delighted to establish a new banking relationship with HSBC, which has a deep and sophisticated global presence. The new facility expands our access to debt capital from $20.0 million to $30.0 million, reduces our interest costs by 25 basis points, and provides a solid financing platform for growth.”
ACME UNITED CORPORATION is an innovative supplier of cutting devices, measuring instruments, and safety products for school, home, office, hardware and industrial use. Its leading brands include Westcott®, Clauss®, and PhysiciansCare® and Pac-Kit®.
Forward-looking statements in this report, including without limitation, statements related to the Company’s plans, strategies, objectives, expectations, intentions and adequacy of resources, are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements involve risks and uncertainties including without limitation the following: (i) the Company’s plans, strategies, objectives, expectations and intentions are subject to change at any time at the discretion of the Company; (ii) the Company’s plans and results of operations will be affected by the Company’s ability to manage its growth, and (iii) other risks and uncertainties indicated from time to time in the Company’s filings with the Securities and Exchange Commission.