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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 (Date of earliest event reported): April 4, 2011
Motorcar Parts of America, Inc.
(Exact name of registrant as specified in its charter)
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| New York
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001-33861
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11-2153962 |
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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| 2929 California Street, Torrance CA
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90503 |
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| (Address of principal executive offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (310) 212-7910
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))
TABLE OF CONTENTS
Item 1.01. Entry into a Material Definitive Agreement.
On
April 4, 2011, Motorcar Parts of America, Inc. (the “Registrant”) entered into a Fourth
Amendment (the “Fourth Amendment”), dated as of March 31, 2011, to its Revolving Credit and Term
Loan Agreement (as amended, the “Credit Agreement”), with Union Bank, N.A., as administrative agent
and lender (“Union Bank”), and Branch Banking & Trust Company (together with Union Bank, the
“Lenders”) and a related revolving note with each of the Lenders (the “Revolving Notes”). The
Fourth Amendment, among other things, (i) increases the revolving credit commitments of the Lenders
from $35,000,000 to $50,000,000 and (ii) amends the definition of permitted acquisitions under the
Credit Agreement.
The Registrant issued a
press release announcing the increase to its revolving credit facility on April 7, 2011.
The foregoing summaries of the Fourth Amendment and the Revolving Notes do not purport to be
complete and are qualified in their entirety by the terms of the Fourth Amendment and the Revolving
Notes, which are attached hereto as Exhibits 10.1, 10.2 and 10.3 and incorporated herein by
reference. A copy of the press release is attached hereto
as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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10.1
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Fourth Amendment to the Revolving Credit and Term Loan Agreement,
dated as of March 31, 2011, by and among Motorcar Parts of America,
Inc., Union Bank, N.A., and Branch Banking & Trust Company. |
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10.2
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Revolving Note, dated as of March 31, 2011, executed by Motorcar
Parts of America, Inc. in favor of Union Bank, N.A. |
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10.3
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Revolving Note, dated as of March 31, 2011, executed by Motorcar
Parts of America, Inc. in favor of Branch Banking & Trust Company. |
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99.1
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Press Release, dated April 7, 2011. |
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.
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MOTORCAR PARTS OF AMERICA, INC.
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| Date: April 7, 2011 |
/s/ Michael M. Umansky
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Michael M. Umansky |
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Vice President and General Counsel |
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EXHIBIT INDEX
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10.1
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Fourth Amendment to the Revolving Credit and Term Loan
Agreement, dated as of March 31, 2011, by and among Motorcar
Parts of America, Inc., Union Bank, N.A., and Branch Banking &
Trust Company. |
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10.2
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Revolving Note, dated as of March 31, 2011, executed by Motorcar
Parts of America, Inc. in favor of Union Bank, N.A. |
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10.3
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Revolving Note, dated as of March 31, 2011, executed by Motorcar
Parts of America, Inc. in favor of Branch Banking & Trust
Company. |
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99.1
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Press Release, dated April 7, 2011. |