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):
December
21, 2006
___________________________________________________________________
COVENANT
TRANSPORT, INC.
(Exact
name of registrant as specified in its charter)
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Nevada
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000-24960
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88-0320154
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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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400
Birmingham Hwy., Chattanooga, TN
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37419
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(Address
of principal executive offices)
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(Zip
Code)
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(423)
821-1212
(Registrant's
telephone number, including area code)
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:
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[
]
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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[
]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[
]
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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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[
]
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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
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Entry
into a Material Definitive Agreement.
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See
the information set forth in Item 2.03 of this Current Report on
Form 8-K,
which is incorporated herein by
reference.
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Item
2.03
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Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Registrant.
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On
December 21, 2006, Covenant Transport, Inc., a Nevada corporation
(the
"Parent"), and Covenant Asset Management, Inc., a Nevada corporation
and
one of the Parent's subsidiaries (the "Borrower"), entered into a
Second
Amended and Restated Credit Agreement with Bank of America, N.A.,
as
administrative agent (the "Agent") and Regions Bank, SunTrust Bank,
LaSalle Bank National Association, Branch Banking and Trust Company,
National City Bank, Sovereign Bank, and First Tennessee Bank National
Association (collectively, the "Lenders") that matures December 20,
2011
(the "Credit Agreement"). The Credit Agreement takes the place of
that
certain First Amended and Restated Credit Agreement with the Agent
and
other lenders, originally entered into December 16, 2004, as subsequently
amended, which was scheduled to mature December 16, 2009. Borrowings
under
the Credit Agreement are classified as either "base rate loans" or
"Eurodollar rate loans". Base rate loans accrue interest at a base
rate
set equal to the higher of the Federal Funds Rate plus ½ of 1% or the
Agent's prime rate plus an applicable margin that is adjusted quarterly
between 0.00% and 0.375% based on cash flow coverage. Eurodollar
rate
loans accrue interest at LIBOR plus an applicable margin that is
adjusted
quarterly between 0.625% and 1.625% based on cash flow coverage.
The
Credit Agreement is guaranteed by the Parent and all of the Parent's
wholly-owned domestic subsidiaries except the Borrower and CVTI
Receivables Corp. and is secured by a pledge of all of such subsidiaries'
stock.
The
maximum borrowing limit under the Credit Agreement is the lesser
of
(i) $200.0 million or (ii) 90% of the net book value of eligible
revenue equipment less specified types of unsecured indebtedness.
Letters
of credit are limited to an aggregate commitment of $100.0 million
and a
swing line facility has a limit of $10.0 million. A commitment fee,
adjusted quarterly between 0.125% and 0.350% per annum based on cash
flow
coverage, is due on the daily unused portion of the Credit Agreement.
The
Credit Agreement contains certain restrictions and covenants relating
to,
among other things, dividends, tangible net worth, cash
flow, acquisitions and dispositions, and total indebtedness. The
maximum
principal amount of the commitments may be increased from time to
time
without approval by the Lenders by an amount up to $75 million in
the
aggregate; however, no such increase will increase any sublimit under
the
Credit Agreement. The Credit Agreement includes usual and customary
events
of default for a facility of this nature and provides that, upon
the
occurrence and continuation of an event of default, payment of all
amounts
payable under the Credit Agreement may be accelerated, and the Lenders'
commitments may be terminated.
This
description of the Credit Agreement does not purport to be complete
and is
qualified in its entirety by reference to the full text of the Credit
Agreement, which will be filed with the Parent's Form 10-K for the
fiscal
year ending December 31, 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.
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COVENANT
TRANSPORT, INC.
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Date:
December 22, 2006
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By:
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/s/
Joey B. Hogan
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Joey
B. Hogan
Executive
Vice President and Chief Financial
Officer
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