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) June 30, 2006
AMERICAN BILTRITE INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-4773 04-1701350
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(State or other jurisdiction (Commission (IRS Employer
of Incorporation) File No.) Identification No.)
57 River Street, Wellesley Hills, Massachusetts 02481-2097
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(Address of principal executive offices, including zip code)
(781) 237-6655
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(Registrant's telephone number, including area code)
Not Applicable
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(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:
|_| 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 June 30, 2006, American Biltrite Inc. (the "Company") and its
subsidiaries, K&M Associates L.P. and American Biltrite (Canada) Ltd., entered
into a Consent agreement (the "Consent") with respect to the Company's Amended
and Restated Credit Agreement (the "Credit Agreement") with the Canadian lenders
and domestic lenders under the Credit Agreement, Bank of America N.A. (as
successor to Fleet National Bank), both in its capacity as domestic lender and
as domestic administrative agent for the lenders under the Credit Agreement, and
Bank of America, National Association acting through its Canadian branch, both
in its capacity as a Canadian lender under the Credit Agreement and in its
capacity as Canadian administrative agent for the Canadian lenders and domestic
lenders under the Credit Agreement. Pursuant to the Consent, the Company may
exclude the $4 million principal payment payable by the Company on August 28,
2006 to The Prudential Insurance Company of America ("Prudential") pursuant to
the Amended and Restated Note Purchase Agreement and Facility Guarantee, dated
as May 20, 2005, among the Company, certain of the Company's domestic
subsidiaries and Prudential from the determination under the Credit Agreement of
the Company's consolidated pro forma fixed charges for the 12-month period
beginning immediately after June 30, 2006 for purposes of determining the
Company's compliance as of June 30, 2006 with the consolidated adjusted earnings
before income taxes, depreciation and amortization to consolidated pro forma
fixed charges financial covenant under the Credit Agreement. That financial
covenant requires that the Company's consolidated adjusted earnings before
income taxes, depreciation and amortization, as determined under the Credit
Agreement, for the four consecutive fiscal quarters ending June 30, 2006 exceed
150% of the Company's pro forma fixed charges, as determined under the Credit
Agreement, for the 12-month period beginning immediately after June 30, 2006.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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EXHIBIT NO. DESCRIPTION
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10.1 Consent dated as of June 30, 2006
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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.
Date: July 7, 2006 AMERICAN BILTRITE INC.
By: /s/ Howard N. Feist III
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Name: Howard N. Feist III
Title: Chief Financial Officer
Exhibit Index
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EXHIBIT NO. DESCRIPTION
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10.1 Consent dated as of June 30, 2006
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