Business Context and Reporting Period
Company: Cooper-Standard Holdings Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: May 15, 2009
Event: Entry into a Material Definitive Agreement (Fourth Amendment to Credit Agreement).
Key Financial Metrics
This filing does not report revenue, profit, cash flow, margins, or overall debt levels. It specifically addresses liquidity mechanisms related to the Auto Supplier Support Program:
- Permitted Quick Pay Sales Cap: $60,000,000 aggregate face amount.
- Quick Pay Fee: 3% of receivable amount.
- Quick Pay Settlement: Cash due no later than four business days following sale.
- Credit Protection Fee: 2% of receivable amount.
- Credit Protection Limit: No limit on timing or amount.
Material Changes
The company amended its Credit Agreement (originally dated December 23, 2004) to enable participation in the U.S. Department of Treasury's Auto Supplier Support Program. Key changes include:
- Authorization for Borrowers (U.S., Canadian, and Dutch entities) to sell receivables from qualifying Original Equipment Manufacturers to a special purpose vehicle.
- Establishment of two transaction types: "Permitted Credit Protection Transactions" (guaranteed payment rights) and "Permitted Quick Pay Sales" (immediate cash).
- Refreshment of asset sale baskets in the Credit Agreement to accommodate these program activities.
Outlook, Risks, and Management Commentary
Management Commentary: The amendment is designed to facilitate liquidity through government-backed receivables programs. The filing notes that the description of the Amendment is not complete and refers to the full text attached as Exhibit 10.1.
Risks/Contingencies: The filing does not explicitly list new risks, though the reliance on the Auto Supplier Support Program implies exposure to program eligibility requirements and the financial health of qualifying OEMs.
Investor Verification Checklist
- Verify the full terms of the Fourth Amendment to Credit Agreement in Exhibit 10.1.
- Confirm the specific list of qualifying Original Equipment Manufacturers eligible for the Auto Supplier Support Program.
- Monitor the utilization of the $60,000,000 Quick Pay Sales cap within the 90-day window following May 15, 2009.
- Review subsequent filings for actual cash proceeds generated from these receivables sales.