Grill Concepts 8-K 2008
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Item 1.01. Entry into a Material Definitive Agreement.
On November 3, 2008, Grill Concepts, Inc. (the "Company") entered into Amendment Number Four to Credit Agreement (the "Amendment") amending its credit agreement, originally entered March 10, 2006 and amended December 29, 2006, March 19, 2008 and April 30, 2008 (the "Credit Agreement"), with Diamond Creek Investment Partners LLC (the "Diamond Creek"), as agent for the lender under the Credit Agreement.
The Amendment modified the Credit Agreement by (1) modifying the Base Rate Margin for non-LIBOR loans to fix said Base Rate Margin at 8% for the year following the Amendment and for any period, determined monthly, in which the trailing twelve months EBITDA is less than $2,500,000, (2) modifying the LIBOR Rate Margin for LIBOR loans to fix said LIBOR Rate Margin at 9% for the year following the Amendment and for any period, determined monthly, in which the trailing twelve months EBITDA is less than $2,500,000, (3) reducing the maximum credit available under the revolver from $12 million to $8 million, (4) providing the lenders are not obligated to make any advances under the Credit Agreement for the one-year period commencing on the date of the Amendment and (5) adding certain mandatory prepayment requirements in the event of sales of assets, receipt of funds from incurrence of debt or issuance of equity securities or the generation of excess cash flows. The Amendment also modified certain financial covenants and waived non-compliance with certain financial covenants as of the end of the Company's fiscal third quarter. The Amendment provides that the Company will pay a fee of $100,000 to Diamond Creek as well as legal fees and other expenses incurred by the lenders in connection with the Amendment.
See the Company's Form 8-Ks, dated March 10, 2006 and December 29, 2006, and filed March 15, 2006 and January 3, 2007, respectively, and the Company's Form 10-Q for the quarter ended March 30, 2008, filed May 19, 2008, for a more complete description of the Credit Agreement.
The foregoing is qualified in its entirety by reference to Amendment Number Four to Credit Agreement filed herewith as Exhibit 10.1.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
See Item 1.01.
Item 9.01. Financial Statements and Exhibits.
10.1 Amendment Number Four to Credit Agreement, dated as of November 3, 2008, between Grill Concepts, Inc. and Diamond Creek Investment Partners, LLC
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.
GRILL CONCEPTS, INC.
Dated: November 4, 2008
By: /s/ Wayne Lipschitz
Chief Financial Officer