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LIZ > SEC Filings for LIZ > Form 8-K on 14-Jan-2009All Recent SEC Filings

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Form 8-K for CLAIBORNE LIZ INC


14-Jan-2009

Entry into a Material Definitive Agreement, Results of Operations and Financial


ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On January 12, 2009, Liz Claiborne, Inc., a Delaware corporation (the "Company"), entered into an Amended and Restated Credit Agreement in order to amend and extend its existing bank revolving credit facility (the "Amended Credit Agreement"). J.P. Morgan Securities Inc. and Banc of America Securities LLC were Joint Lead Arrangers for the Amended Credit Agreement.
The terms and conditions of the Amended Credit Agreement provide for a reduction in the facility size to $600 million from $750 million, an extension of the maturity date to May 31, 2011, a secured asset-based structure, the elimination of the leverage covenant and asset coverage covenant and an increase in fees and interest rates. The facility may continue to be used for working capital and general corporate purposes and will back both trade and standby letters of credit in addition to the Company's synthetic lease.
The Amended Credit Agreement revises the calculation and required coverage levels of the fixed charge financial covenant which will be calculated on a rolling twelve month basis and must exceed 1.25 times the ratio of consolidated EBITDA less capital expenditures divided by fixed charges (all as defined in the Amended Credit Agreement) through November 2009, stepping up to a minimum coverage of 1.50 times from December 2009 through the maturity of the facility. Further details are contained in the Amended Credit Agreement, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference, and in the press release dated January 13, 2009 (the "Press Release"), which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.



ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
The Press Release also updates certain non-GAAP guidance regarding the Company's financial performance during the three months ended January 3, 2009. Information in this Item 2.02 and Exhibit 99.1 of Item 9.01 below shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise incorporated by reference into any filing pursuant to the Securities Act of 1933, as amended, or the Exchange Act except as otherwise expressly stated in such a filing.



ITEM 2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.
The disclosure required by this item is included in Item 1.01 and is incorporated herein by reference.

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ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits

Exhibit No.   Description

10.1          Amended and Restated Credit Agreement, dated January 12, 2009, among the
              Company, Mexx Europe B.V., and Liz Claiborne Canada Inc., as Borrowers,
              the several subsidiary guarantors party thereto, the several lenders
              party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent and
              U.S. Collateral Agent, JPMorgan Chase Bank, N.A., Toronto Branch, as
              Canadian Administrative Agent and Canadian Collateral Agent, J.P. Morgan
              Europe Limited, as European Administrative Agent and European Collateral
              Agent, Bank of America, N.A. and Suntrust Bank, as Syndication Agents,
              Wachovia Bank, National Association as Documentation Agent, J.P. Morgan
              Securities Inc. and Banc of America Securities LLC, as Joint Lead
              Arrangers, and J.P. Morgan Securities Inc., Banc of America Securities
              LLC, and Wachovia Capital Markets, LLC, as Joint Bookrunners.

99.1          Press Release, dated January 13, 2009.

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