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| MOV > SEC Filings for MOV > Form 8-K on 29-Sep-2008 | All Recent SEC Filings |
29-Sep-2008
Entry into a Material Definitive Agreement, Creation of a Direct Financial Oblig
US CREDIT FACILITY
On September 23, 2008, Movado Group, Inc. (the "Company") entered into a letter agreement (the "Credit Agreement Amendment") amending the Credit Agreement, dated as of December 15, 2005 (as amended and in effect from time to time, the "US Credit Agreement"), between the Company, Movado Watch Company SA and MGI Luxury Group S.A., as borrowers (the "US Credit Facility Borrowers"), the lenders signatory thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, Swingline Bank and Issuing Bank thereunder. The Credit Agreement Amendment, which was executed by the US Credit Facility Borrowers and certain lenders under the US Credit Agreement (each, an "Increasing Lender"), increased the Total Revolving Credit Commitment (as defined in the US Credit Agreement) by $40,000,000 (the "Revolving Credit Commitment Increase"). The Revolving Credit Commitment (as defined in the US Credit Agreement) of each Increasing Lender was increased by an amount equal to the amount set forth opposite its name below under the caption "Revolving Credit Commitment Increase Amount," resulting in such Increasing Lender having a total Revolving Credit Commitment equal to the amount set forth opposite its name under the caption "Revolving Credit
Commitment (as increased)."
Name of Increasing Lender Revolving Credit Revolving Credit
Commitment Increase Commitment (as
Amount increased)
JPMorgan Chase Bank, N.A. $11,200,000 $25,200,000
Bank of America, N.A. $9,600,000 $21,600,000
PNC Bank, National Association $9,600,000 $21,600,000
Citibank, N.A. $9,600,000 $21,600,000
TOTAL $40,000,000 $90,000,000
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The Revolving Credit Commitment Increase and the obligation of each Increasing Lender to provide its respective portion of the Revolving Credit Commitment Increase became effective upon, among other things, payment to each Increasing Lender of a fee equal to 0.10% of such Increasing Lender's respective portion of the Revolving Credit Commitment Increase, payment to J.P. Morgan Securities Inc. ("JPMorgan") of an arrangement fee in an amount agreed upon between the Company and JPMorgan, and delivery by the Swiss Credit Facility Borrowers (as defined below) of a written notice with respect to the Partial Reduction (as defined below) under the Company's Swiss credit facility as described below.
SWISS CREDIT FACILITY
On September 23, 2008, MGI Luxury Group S.A. and Movado Watch Company SA (together, the "Swiss Credit Facility Borrowers") delivered a written notice, in the form of the Credit Agrement Amendment, with respect to a partial reduction (the "Partial Reduction") in an aggregate amount of CFH 57,000,000 of the revolving credit commitments under the Credit Agreement, dated as of December 15, 2005 (as amended and in effect from time to time, the "Swiss Credit Agreement"), among the Swiss Credit Facility Borrowers, the Company as Parent, each of the lenders signatory thereto and JPMorgan Chase Bank, N.A., as administrative agent. Receipt of the written notice and effectiveness of the Partial Reduction were acknowledged by the Swiss Credit Facility Borrowers and the lenders under the Swiss Credit Agreement by their execution and delivery of the Credit Agreement Amendment. The total revolving credit commitments under the Swiss Credit Agreement, after giving effect to the Partial Reduction, is CFH 33,000,000.
The foregoing summaries of the Credit Agreement Amendment do not purport to be complete and are qualified in their entirety by reference to the Credit Agreement Amendment attached as Exhibit 99.1 hereto.
See the discussion under Item 1.01 above, which discussion is incorporated by reference herein.
(d) Exhibits.
EXHIBIT NO. DESCRIPTION
99.1 Letter Agreement, dated as of September 23, 2008, by and
among Movado Group, Inc., as Borrower and
Guarantor, Movado Watch Company SA and MGI Luxury Group
S.A., as Borrowers, Movado Retail Group, Inc. and Movado
LLC, as Guarantors, certain Lenders under the US Credit
Agreement and the Swiss Credit Agreement party thereto,
and JPMorgan Chase Bank, N.A., as Administrative Agent,
Swingline Bank and Issuing Bank
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