Attached files
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EX-10.1 - EX-10.1 - BORDERS GROUP INC | k50218exv10w1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): March 16, 2011
BORDERS GROUP, INC.
(Exact Name of Registrant as Specified in Charter)
Michigan | 1-13740 | 38-3294588 | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
100 Phoenix Drive
Ann Arbor, Michigan 48108
(Address of Principal Executive Offices and Zip Code)
Ann Arbor, Michigan 48108
(Address of Principal Executive Offices and Zip Code)
(734) 4771100
(Registrants Telephone Number, including Area Code)
(Registrants 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:
o Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
o 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 March 16, 2011, Borders Group, Inc. (the Company) entered into a First Amendment and
Waiver to Credit Agreement and First Amendment to Guaranty and Security Agreement (the Amendment)
pursuant to which the parties thereto agreed to waive and amend certain provisions of the Senior
Secured, Super-Priority Debtor-in-Possession Credit Agreement dated as of February 16, 2011, as
amended, between and among the Company and Borders, Inc., as borrowers, the other subsidiaries of
the Company designated therein as credit parties, General Electric Capital Corporation, for itself
as a Revolving Lender, FILO Lender and Swingline Lender, and as Working Capital Agent for all
Lenders, GA Capital, LLC, as Term B Agent for all Term B Lenders, and the other financial
institutions named therein (the DIP Credit Agreement).
A copy of the Amendment is attached as Exhibit 10.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. | Description | |
10.1
|
First Amendment and Waiver to Credit Agreement and First Amendment to Guaranty and Security Agreement, dated as of March 16, 2011 between and among Borders Group, Inc. and Borders, Inc., as borrowers, the other subsidiaries of Borders Group, Inc. designated therein as credit parties, General Electric Capital Corporation, for itself as a Revolving Lender, FILO Lender and Swingline Lender, and as Working Capital Agent for all Lenders, GA Capital, LLC, as Term B Agent for all Term B Lenders, and the other financial institutions named therein. |
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.
Dated: March 22, 2011 | BORDERS GROUP, INC. |
|||
By: | /s/ Scott Henry | |||
Scott Henry | ||||
Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) |
EXHIBIT INDEX
Exhibit No. | Description | |
10.1
|
First Amendment and Waiver to Credit Agreement and First Amendment to Guaranty and Security Agreement, dated as of March 16, 2011, between and among Borders Group, Inc. and Borders, Inc., as borrowers, the other subsidiaries of Borders Group, Inc. designated therein as credit parties, General Electric Capital Corporation, for itself as a Revolving Lender, FILO Lender and Swingline Lender, and as Working Capital Agent for all Lenders, GA Capital, LLC, as Term B Agent for all Term B Lenders, and the other financial institutions named therein. |