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): February 21, 2014
Winmark Corporation
(Exact Name of Registrant as Specified in Its Charter)
Minnesota
(State or Other Jurisdiction of Incorporation)
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000-22012 |
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41-1622691 |
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(Commission File Number) |
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(I.R.S. Employer Identification Number) |
605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441
(Address of Principal Executive Offices) (Zip Code)
(763) 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 February 21, 2014, Winmark Corporation and its subsidiaries’ (collectively, the “Company”) entered into an amendment to its Credit Agreement with The PrivateBank and Trust Company and BMO Harris Bank N.A. (collectively, the “Lenders”). The amendment, among other things, provides the consent of the Lenders for the Company’s payment of a previously announced special cash dividend to its shareholders of record, amends certain financial covenant calculations to remove the effect of said dividend in such calculations, reduces the applicable margin on interest rate options in connection with borrowings under the Agreement and extends the termination date of the Agreement from February 29, 2016 to February 28, 2018.
The foregoing description of the amendment to the Company’s Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full amendment attached hereto as Exhibit 10.1
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
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10.1 |
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Amendment No. 3 to Credit Agreement dated February 21, 2014 |
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
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WINMARK CORPORATION | |
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Date: February 21, 2014 |
By: |
/s/ Anthony D. Ishaug |
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Anthony D. Ishaug |
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Chief Financial Officer and Treasurer |