Attached files
file | filename |
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EX-99.2 - THIRD AMENDMENT TO CREDIT AGREEMENT, - UNIFIED GROCERS, INC. | d459397dex992.htm |
EX-99.1 - FIFTH AMENDMENT TO NOTE PURCHASE AGREEMENT, - UNIFIED GROCERS, INC. | d459397dex991.htm |
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 the earliest event reported): December 26, 2012
UNIFIED GROCERS, INC.
(Exact name of registrant as specified in its charter)
California | 000-10815 | 95-0615250 | ||
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
5200 Sheila Street, Commerce, CA 90040
(Address of principal executive offices) (Zip Code)
(323) 264-5200
(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:
¨ | 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. |
On December 26, 2012, Unified Grocers, Inc. (the Company) entered into the fifth amendment (Fifth Amendment) of the Companys Amended and Restated Note Purchase Agreement, as amended (the Notes Agreement), with the current noteholders and John Hancock Life Insurance Company (U.S.A.), acting in its capacity as collateral agent for the current noteholders. The Fifth Amendment raises the maximum Indebtedness to Consolidated EBITDAP Ratio (the Indebtedness Ratio) of the Company allowed by the financial covenants in the Notes Agreement for the fiscal quarter ending December 29, 2012 to be no higher than 4.0 to 1 (previously, the maximum Indebtedness Ratio for such fiscal quarter allowed under the Notes Agreement was no higher than 3.75 to 1). For subsequent fiscal quarters, the Indebtedness Ratio remains the same as before the Fifth Amendment.
On December 29, 2012, the Company entered into the third amendment (the Third Amendment) of the Credit Agreement dated as of October 8, 2010, as amended (the Credit Agreement), among the Company, the lenders party thereto and Wells Fargo Bank, National Association, as administrative agent. The Third Amendment raises the Consolidated Total Funded Debt to EBITDAP Ratio (the Debt Ratio) of the Company allowed by the financial covenants in the Credit Agreement for the fiscal quarter ending December 29, 2012 to be no higher than 4.0 to 1 (previously, the maximum Debt Ratio for such fiscal quarter allowed under the Credit Agreement was 3.5 to 1). For subsequent fiscal quarters, the Debt Ratio remains as before the Third Amendment.
Exhibits Incorporation by Reference
A copy of the Fifth Amendment and Third Amendment are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively, and are incorporated herein by this reference. The foregoing description of the Fifth Amendment and Third Amendment does not purport to be complete and is qualified in their entirety by reference to the exhibits.
Item 9.01. | Financial Statements and Exhibits |
(d) Exhibits
Exhibit No. |
Description | |
99.1 | Fifth Amendment to Note Purchase Agreement, dated as of December 26, 2012, by and among Registrant and the Noteholders listed on the signature page thereto. | |
99.2 | Third Amendment to Credit Agreement, dated as of December 29, 2012, by and among Unified Grocers, Inc., the lenders party thereto, and Wells Fargo Bank, National Association, as Administrative Agent. |
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.
Date: December 31, 2012 |
UNIFIED GROCERS, INC. | |||||||
By | /s/ ROBERT M. LING, JR. | |||||||
Robert M. Ling, Jr., President and General Counsel |