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) March 11, 2009
MGP
Ingredients, Inc.
(Exact
name of registrant as specified in its charter)
|
KANSAS
|
0-17196
|
48-0531200
|
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
100
Commercial Street
Box
130
Atchison,
Kansas 66002
(Address
of principal executive offices) (Zip Code)
(913)
367-1480
(Registrant's
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
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):
□ 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
Reference is made to Note 4 of our
Consolidated Financial Statements in our Annual Report on Form 10-K for the
fiscal year ended June 30, 2008 and to Note 2 of our Notes to Condensed
Consolidated Financial Statements in our Quarterly Report on Form 10-Q for the
period ended December 31, 2008 for a description of our Credit
Agreement.
As previously reported, on December 19,
2008, our lenders agreed to a Third Amendment to the Credit Agreement which
permitted us, on a temporary basis, to obtain loans and other credit extensions
under the Credit Agreement in amounts in excess of our borrowing base. Until
January 30, 2009, we were permitted to obtain credit extensions of $3 million
over the borrowing base; thereafter, until February 26, 2009, we were permitted
to obtain credit extensions of $1.5 million over the borrowing base; and
thereafter we were permitted to obtain credit extensions of $500,000 over the
borrowing base. Also as previously reported, on February 27, 2009, our lenders
agreed to a Fourth Amendment to the Credit Agreement which extended the
forbearance period under the Credit Agreement and the February 26, 2009 over
advance step-down referred to in the preceding paragraph to March 13,
2009.
On March 11, 2009, in connection with
our request that our lenders release their lien on two parcels of land in
Atchison that we were not using in our business so that we might sell them, we
agreed to apply the net proceeds ($219,214.64) to our obligations under the
Credit Agreement and that the amount of our borrowing base under the Credit
Agreement would thereafter be deemed reduced by the amount of such net
proceeds.
On March
13, 2009, our lenders agreed to a Fifth Amendment to the Credit Agreement which
extended the forbearance period under the Credit Agreement and the over advance
step-down date referred to in the preceding paragraph to March 27,
2009.
As of March 13, 2009, after giving
effect to the Fifth Amendment, the amount available to us under our Credit
Agreement was $2,069,772.70 and the amount of our outstanding borrowings under
the Credit Agreement was $29,241,207.30.
Item
9.01 Financial
Statements and Exhibits
(d) Exhibits
4.1 Letter
Agreement dated March 11, 2009 with Commerce Bank N.A., as Agent.
4.2 Fifth
Amendment to Credit Agreement.
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.
MGP INGREDIENTS,
INC.
Date: March
16,
2009 By : /s/ Timothy W.
Newkirk
President
and Chief Executive Officer