8-K: Current report filing
Published on April 1, 2008
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
washington,
d.c. 20549
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FORM
8-K
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CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported): March 28,
2008
ROLLINS,
INC.
(Exact
name of registrant as specified in its charter)
_________________________
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Delaware
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1-4422
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51-0068479
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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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2170 Piedmont Road, NE,
Atlanta, Georgia 30324
(Address
of principal executive office) (zip code)
Registrant's
telephone number, including area code: (404) 888-2000
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 (see General Instruction A.2. below):
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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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.
On March 28, 2008, Rollins, Inc.
(“Rollins”), a Delaware corporation, entered into a revolving credit agreement
(the “Revolving Credit Agreement”) with SunTrust Bank as Administrative Agent
and Lender and Bank of America, N.A. as Syndication Agent and Lender. The
Revolving Credit Agreement is filed as Exhibit 99.1 hereto and is incorporated
herein by reference.
The Revolving Credit Agreement is
guaranteed by certain of Rollins’ domestic subsidiaries.
Neither Rollins nor any of its
affiliates has any material relationship with any of the parties to the
Revolving Credit Agreement apart from Rollins’ ownership of its domestic
subsidiaries and ordinary banking relationships.
Borrowings.
The Revolving Credit Agreement has a
general term of five years and provides for an unsecured line of credit of up to
$175 million, which includes a $75 million letter of credit subfacility, and a
$10 million swingline subfacility. Under certain circumstances more
particularly described in the Revolving Credit Agreement, the line of credit may
be increased by an additional amount of up to $75 million. The
maturity date of all revolving loans under the Credit Agreement is March 27,
2013.
Interest
Rates.
Revolving loans under the Revolving
Credit Agreement bear interest at one of the following two rates, at Rollins’
election:
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·
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the
Base Rate, which is the greater of SunTrust Bank’s “prime rate” for the
day of the borrowing and a fluctuating rate per annum equal to the Federal
Funds Rate plus .50%; or
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·
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with
respect to any Eurodollar borrowings, Adjusted LIBOR (which equals LIBOR
as increased to account for the maximum reserve percentages established by
the U.S. Federal Reserve) plus an additional amount which varies between
.50% and .75%, based upon Rollins’ then-current debt-to-EBITDA
ratio.
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Financial Covenants and
Events of Default.
The Revolving Credit Agreement contains
customary terms and conditions, including, without limitation, certain financial
covenants including covenants restricting Rollins’ ability to incur certain
indebtedness or liens, or to merge or consolidate with or sell substantially all
of its assets to another entity. Further, the Revolving Credit Agreement
contains financial covenants restricting Rollins’ ability to permit the ratio of
Rollins’ consolidated debt to EBITDA to exceed 2.5 to 1.
Borrowings
As of the
date hereof, Rollins has no borrowings outstanding under the Revolving Credit
Agreement.
Item
2.03. Creation of a Direct Financial Obligation or an Obligation
under an Off-Balance Sheet Arrangement of a Registrant.
The information disclosed above under
Item 1.01 is incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits.
(c) Exhibits.
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Exhibit Number
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Description
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99.1
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Revolving
Credit Agreement dated as of March 28, 2008 between Rollins, SunTrust Bank
and Bank of America, N.A.
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SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, Rollins, Inc. has duly caused this report to be
signed on its behalf by the undersigned hereunto duly authorized.
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Rollins,
Inc.
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Date:
March 31, 2008
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By: /s/Harry J. Cynkus
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Name: Harry
J. Cynkus
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Title: Chief
Financial Officer and Treasurer
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