8-K: Current report filing
Published on February 14, 2006
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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) February 9, 2006
NOVELIS INC.
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(Exact name of registrant as specified in its charter)
Canada 001-32312 98-0442987
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3399 Peachtree Road NE, Suite 1500, Atlanta, GA 30326
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (404) 814-4200
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))
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ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On February 9, 2006, Novelis Inc. (the "Company") received a waiver from
its lenders under the Credit Agreement dated January 7, 2005 among the Company,
Novelis Corporation, Novelis Deutschland GmbH, Novelis UK Limited, Novelis AG,
Citigroup North America, Inc. and the issuers and lenders party thereto (the
"Credit Agreement"). Pursuant to the waiver, the lenders have waived our
non-compliance with, and the effects of our non-compliance under, certain of the
provisions in Section 6.1 of the Credit Agreement, which requires the Company to
timely furnish consolidated and consolidating financial statements and
Compliance Certificates related to certain financial covenants under the Credit
Agreement, which would have been due on November 14, 2005. The Company had
previously received a waiver from the filing requirements until February 13,
2006. The new waiver extends the Company's time for filing its quarterly report
on Form 10-Q for the third quarter of 2005 until April 14, 2006. Additionally,
because of the time needed to complete a comprehensive financial review of the
Company's opening financial statements as a result of the Company announcing the
need to restate its quarterly reports on Form 10-Q for the first and second
quarters of 2005, the new waiver extends the time for filing its annual report
on Form 10-K for the fiscal year ended December 31, 2005 from March 31, 2006
until May 31, 2006 and its quarterly report on Form 10-Q for the first quarter
of 2006 from May 15, 2006 until June 15, 2006.
A copy of the waiver is filed as Exhibit 10.1 and is incorporated herein by
reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) EXHIBITS
10.1 Waiver and Consent to the Credit Agreement dated February 9, 2006
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SIGNATURE
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.
NOVELIS INC.
Date: February 13, 2006 By: /s/ David Kennedy
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David Kennedy
Secretary
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INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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10.1 Waiver and Consent to the Credit Agreement dated February 9, 2006
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