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 31, 2006
SYSCO CORPORATION
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
1-06544 74-1648137
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(Commission File Number) (IRS Employer Identification No.)
1390 Enclave Parkway, Houston, Texas 77077-2099
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(Address of principal executive offices, including zip code)
(281) 584-1390
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(Registrant's telephone number, including area code)
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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
Pursuant to and in accordance with its Credit Agreement dated November 4,
2005 (the "Credit Agreement"), on March 31, 2006, SYSCO Corporation, a Delaware
corporation ("SYSCO"), entered into a Commitment Increase Agreement (the
"Increase Agreement") with JPMorgan Chase Bank, N.A., as the administrative
agent, and a syndicate of lenders comprised of JPMorgan Chase Bank, N.A.; Bank
of America, N.A.; SunTrust Bank; The Bank of Tokyo-Mitsubishi UFJ, Ltd.;
Wachovia Bank, National Association; Wells Fargo Bank, N.A.; Toronto Dominion
(Texas) LLC; The Northern Trust Company; Comerica Bank; PNC Bank, National
Association; The Bank of New York; and William Street Commitment Corporation
(collectively, the "Lenders").
The terms of the Credit Agreement are described in a Current Report on
Form 8-K filed by SYSCO on November 10, 2005. The Credit Agreement initially
provided for a maximum of U.S. $400 million in borrowings by SYSCO in the form
of loans denominated in U.S. dollars (the "U.S. Facility"), which amount could
be increased under certain circumstances, along with a Canadian facility of U.S.
$100 million, to an aggregate maximum amount of $1 billion. The Increase
Agreement increases the amount of the U.S. Facility by $250 million to an
aggregate of $650 million. The maturity date of all borrowings under the Credit
Agreement remains November 4, 2010, subject to extension under certain
circumstances, and no other terms of the Credit Agreement were amended by the
Increase Agreement.
Neither SYSCO nor any of its affiliates has any material relationship with
any of the other parties to the Increase Agreement apart from the previous
credit facilities of SYSCO and SYSCO International, Co. (a Nova Scotia unlimited
liability company and SYSCO's wholly owned subsidiary), ordinary banking
relationships, service by Wachovia Bank, N.A., as Trustee under SYSCO's Senior
Notes Indenture, and service from time to time by affiliates of Wachovia Bank,
N.A., and JP Morgan Chase Bank as underwriters or initial purchasers in
offerings of SYSCO securities.
A copy of the Increase Agreement is filed with this Current Report on
Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
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.
(a) Financial Statements of Businesses Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Shell company transactions.
Not applicable.
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(d) Exhibits.
Exhibit Number Description
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99.1 Commitment Increase Agreement dated March 31, 2006
between SYSCO, JP Morgan Chase Bank, N.A., and certain
Lenders party thereto.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, SYSCO
Corporation has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
SYSCO CORPORATION
Date: April 6, 2006 By: /s/ Michael C. Nichols
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Name: Michael C. Nichols
Title: Vice President, General Counsel and
Corporate Secretary
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EXHIBIT INDEX
Exhibit Number Description
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99.1 Commitment Increase Agreement dated March 31, 2006
between SYSCO, JP Morgan Chase Bank, N.A., and certain
Lenders party thereto.
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