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): August 29, 2007
Winmark Corporation
(Exact Name of Registrant as Specified in Its Charter)
|
Minnesota |
||
|
(State or Other Jurisdiction of Incorporation) |
||
|
|
||
|
000-22012 |
|
41-1622691 |
|
(Commission File Number) |
|
(I.R.S. Employer Identification Number) |
|
|
|
|
|
4200 Dahlberg Drive, Suite 100 Golden Valley, MN 55422-4837 |
||
|
(Address of Principal Executive Offices) (Zip Code) |
||
|
|
||
|
(612) 520-8500 |
||
|
(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:
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 August 29, 2007, Winmark Corporation (“Company”) agreed to assign and sell all of the $2.0 million five-year senior subordinated notes that carry an interest rate of 14.75% issued by Commercial Credit Group (the “Notes”) to Allied Capital Corporation for a total purchase price of approximately $2.1 million dollars, effective August 31, 2007. In connection with the assignment and sale, Allied also assumed the Company’s rights and obligations pursuant to an Investment Agreement between the Company, Allied, and Commercial Credit Group.
The foregoing description does not purport to be complete and is qualified in its entirety by reference to the Assignment and Acceptance agreement attached hereto as Exhibit 10.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
|
10.1 |
|
Assignment and Acceptance, dated August 31, 2007, between Winmark Corporation and Allied Capital Corporation. |
2
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.
|
WINMARK CORPORATION |
|||
|
|
|
|
|
|
Date: September 5, 2007 |
By: |
/s/ Catherine P. Heaven |
|
|
|
|
Catherine P. Heaven |
|
|
|
|
General Counsel |
|
3
EXHIBIT INDEX
to
Form 8-K
Winmark Corporation
|
Exhibit Number |
|
Exhibit Description |
|
|
|
|
|
10.1 |
|
Assignment and Acceptance, dated August 31, 2007, between Winmark Corporation and Allied Capital Corporation. |
4