Unassociated Document
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): August 11, 2009
__________
HOOKER
FURNITURE CORPORATION
(Exact
name of registrant as specified in its charter)
Virginia
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000-25349
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54-0251350
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(State
or other jurisdiction of incorporation or organization)
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(Commission
File No.)
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(I.R.S.
Employer Identification No.)
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440 East Commonwealth Boulevard,
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Martinsville,
Virginia
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24112
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(276)
632-0459
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(Address
of principal executive offices)
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(Zip
Code)
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(Registrant’s
telephone number, including area code)
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____________________________________
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 (see General Instruction A.2.
below):
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
11, 2009, Hooker Furniture Corporation (the “Company”) executed an amendment to
its credit agreement with Bank of America, N.A. Terms of the
amendment, dated August 10, 2009, follow:
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upon
execution of the amendment, the Company was required to repay in full the
remaining balance of the term loans ($3.8 million) outstanding under the
agreement;
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effective
as of July 30, 2009, the Funded Debt to EBITDA Ratio under the credit
agreement has been changed from 1.25:1.0 to 2.0:1.0;
and
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effective
as of July 30, 2009, the Debt Service Coverage Ratio under the credit
agreement has been eliminated.
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After
giving effect to the amendment of the credit agreement, the Company expects to
be in compliance with all covenants under the agreement as of the end of its
second quarter ended August 2, 2009.
All other
terms of the credit agreement were unchanged. This summary of the
terms of the amendment to the credit agreement is qualified in its entirety by
reference to the text of the amendment attached as Exhibit 10.1 to this Form
8-K, which is incorporated herein by reference.
Statements
made in this release, other than those concerning historical financial
information, may be considered forward-looking statements. These
statements are subject to risks and uncertainties that could cause actual
results to differ materially from those in the forward-looking statements,
including but not limited to: current economic conditions and instability in the
financial and credit markets including their potential impact on the Company’s
(i) sales and operating costs and access to financing and, (ii) customers and
suppliers and their ability to obtain financing or generate the cash necessary
to conduct their business; general economic or business conditions, both
domestically and internationally; price competition in the furniture industry;
changes in domestic and international monetary policies and fluctuations in
foreign currency exchange rates affecting the price of the Company’s imported
products; the cyclical nature of the furniture industry which is particularly
sensitive to changes in consumer confidence, the amount of consumers’ income
available for discretionary purchases and the availability and terms of consumer
credit; risks associated with the cost of imported goods, including fluctuation
in the prices of purchased finished goods and transportation and warehousing
costs; supply, transportation and distribution disruptions, particularly those
affecting imported products; adverse political acts or developments in, or
affecting, the international markets from which the Company imports products,
including duties or tariffs imposed on products imported by the Company; risks
associated with domestic manufacturing operations, including fluctuations in
capacity utilization and the prices of key raw materials, transportation and
warehousing costs, domestic labor costs and environmental compliance and
remediation costs; the Company’s ability to successfully implement its business
plans; achieving and managing growth and change, and the risks associated with
acquisitions, restructurings, strategic alliances and international operations;
risks associated with distribution through retailers, such as non-binding
dealership arrangements; capital requirements and costs; competition from
non-traditional outlets, such as catalogs, internet and home improvement
centers; changes in consumer preferences, including increased demand for lower
quality, lower priced furniture due to declines in consumer confidence and/or
discretionary income available for furniture purchases and the availability of
consumer credit; and higher than expected costs associated with product quality
and safety, including regulatory compliance costs related to the sale of
consumer products and costs related to defective products. Any
forward looking statement that the Company makes speaks only as of the date of
that statement, and the Company undertakes no obligation to update any
forward-looking statements whether as a result of new information, future
events, or otherwise.
Item
9.01. Financial
Statements and Exhibits.
(d) Exhibits
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Exhibit |
Description |
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10.1
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Fourth
Amendment to Credit Agreement, dated as of August 10, 2009, between the
Company and Bank of America
N.A.
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Signature
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.
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HOOKER FURNITURE
CORPORATION |
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By:
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/s/ Edwin
L. Ryder |
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Edwin
L. Ryder |
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Executive
Vice President – Finance and Administration |
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Date:
August 13, 2009
Exhibit
List
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Exhibit |
Description |
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10.1
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Fourth
Amendment to Credit Agreement, dated as of August 10, 2009, between the
Company and Bank of America N.A.
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4