- Current report filing (8-K)
April 21 2009 - 2:39PM
Edgar (US Regulatory)
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): April 21, 2009
CPI
CORP.
|
|
(Exact
Name of Registrant as Specified in its Charter)
|
|
|
|
|
Delaware
|
|
|
(State
or Other Jurisdiction of Incorporation)
|
|
|
|
1-10204
|
|
43-1256674
|
(Commission
File Number)
|
|
(I.R.S.
Employer Identification No.)
|
|
|
|
|
|
|
1706
Washington Ave., St. Louis, Missouri
|
|
63103
|
(Address
of Principal Executive Offices)
|
|
(Zip
Code)
|
|
|
|
|
(314)
231-1575
|
|
|
(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
|
Effective
April 16, 2009, the Company entered into the third amendment
(the “Amendment”), dated April 14,2009, to its Second Amended
and Restated Credit Agreement (the “Credit Agreement”) dated as of June 8, 2007,
as amended on December 10, 2008, to change the interest rate structure
and the amortization schedule and to replace preexisting minimum EBITDA and
interest coverage covenants with a fixed charge ratio test. The
leverage ratio test was also amended. The Amendment is attached
hereto as Exhibit 10.47. The following summary is not complete but is
qualified in its entirety to this exhibit.
Pursuant
to the Amendment, the term loan bears interest at the Company’s option, at
either a period-based London Interbank Offered Rate (“LIBOR”) plus a spread
ranging from 3.25% to 4.00%, or the Base Rate plus a spread ranging from 1.75%
to 2.50%. The Base Rate is determined from the greater of the prime
rate, the Federal Funds rate plus 0.50% or the LIBOR Rate plus 1.00% (the “Base
Rate”). Revolving loans are priced at the Base Rate. The
Company is also required to pay a non-use fee of 0.50% per annum on the unused
portion of the revolving loans and letter of credit fees of 3.25% to 4.00% per
annum. The interest rate spread in the case of LIBOR and Base Rate
loans and the payment of the non-use fees and the letter of credit fees is
dependent on the Company’s Ratio of Total Debt to EBITDA (as defined in the
Credit Agreement). If the Company fails to deliver required financial
statements and compliance certifications, all of the above interest rates reset
to the maximums indicated until five days following the date such statements and
certifications are submitted. The interest rates will not be reduced
if an event of default exists.
In
addition, under the Amendment, the mandatory payment schedule requires that
unless sooner repaid in whole or part pursuant to the terms of the Credit
Agreement, the outstanding principal balance of the term loan is to be repaid in
installments of $1.0 million on each of March 31, June 30 and September 30 and
$7.0 million on December 31 for all periods after the date of the Amendment,
with a final payment being made on the maturity date thereof.
The
Company incurred $263,000 in issuance costs associated with this Amendment,
which will be amortized over the remainder of the life of the loan in addition
to fees that are currently being amortized.
Item 9.01
|
|
Financial Statements and
Exhibits
|
|
|
Third Amendment
to that certain Second Amended and Restated Credit Agreement, among
the Company, the financial institutions that are or may from time to time
become parties thereto and Bank of America, N.A., successor to LaSalle
Bank National Association, as administrative agent and arranger for the
lenders.
|
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.
|
|
CPI
CORP.
|
|
|
|
|
|
|
|
|
|
|
By:
|
/s/Dale
Heins
|
|
|
Dale
Heins
Senior
Vice President, Finance,
Chief
Financial Officer and Treasurer
|
|
|
|
|
|
|
April 21, 2009
C P I (NYSE:CPY)
Historical Stock Chart
From Jun 2024 to Jul 2024
C P I (NYSE:CPY)
Historical Stock Chart
From Jul 2023 to Jul 2024