ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On March 9, 2009, LaCrosse Footwear, Inc. (the "Company") entered into a
Second Amended and Restated Credit Agreement with Wells Fargo Bank, National
Association ("Wells Fargo"), as lender (the "Restated Credit Agreement"). The
Restated Credit Agreement supersedes the former credit agreement between the
parties and extends the term of the credit arrangement to June 30, 2012. The
former credit agreement between the parties was scheduled to expire on June 30,
2009. The Restated Credit Agreement is dated effective as of March 1, 2009.
As with the superseded credit agreement, amounts borrowed under the Restated
Credit Agreement are primarily secured by substantially all of the assets of the
Company. The maximum aggregate principal amount of borrowings allowed from
January 1 to May 31 remains $17.5 million. The maximum aggregate principal
amount of borrowings allowed from June 1 to December 31 remains $30 million.
In connection with the Restated Credit Agreement, the Company executed and
delivered a new revolving line of credit note to supersede the note under the
prior credit agreement (the "Restated Note"). The Restated Note provides for an
adjustable interest rate equal to one- or three-month floating LIBOR, plus
1.75%. The Company is obligated under the Restated Credit Agreement to comply
with certain financial covenants, including requirements as of each fiscal
quarter to: (i) maintain a minimum tangible net worth of not less than
$40 million, increased as of the end of each first fiscal quarter (beginning
March 31, 2009) by a cumulative amount equal to 25% of net income after taxes
for the most recently completed fiscal quarter (with no deduction for losses);
(ii) maintain a ratio of liabilities to tangible net worth of not greater than
1.50 to1.00; (iii) maintain minimum net income after taxes of at least $1.00 on
a trailing four quarter basis; and (iv) maintain a current ratio of at least
1.75 to1.00. In addition, the Company's capital expenditures must remain at or
below $5 million per year, with a special provision for additional expenditures
of up to $2.5 million in 2009. The Company is restricted by the Restated Credit
Agreement from paying dividends of more than $5 million annually. The Company is
obligated under the Restated Credit Agreement to pay Wells Fargo an annual fee
of $10,000, as well as an annual commitment fee equal to 0.15% of the average
unused line of credit balance.
On March 9, 2009 the Company issued a press release related to the Restated
Credit Agreement. A copy of the press release is furnished herewith as
Exhibit 99.1.
ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On March 5, 2009, the Compensation Committee of the Board of Directors of the
Company approved a ten percent reduction in the annual base salaries of certain
employees. The salary reduction is applicable to all non-union employees who
currently have annual base salaries of more than $50,000, including the
Company's named executive officers. The reduction will take effect on April 6,
2009.
Table of Contents
Add
BOOT to Portfolio
Set Alert
Email to a
Friend