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JAX > SEC Filings for JAX > Form 8-K on 29-Apr-2009All Recent SEC Filings

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Form 8-K for ALEXANDERS J CORP


29-Apr-2009

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


Item 1.01. Entry into a Material Definitive Agreement.

On April 23, 2009, J. Alexander's Corporation received notice that, in connection with its loan agreement dated May 12, 2003, as amended to date, by and between J. Alexander's Corporation, J. Alexander's Restaurants, Inc. (collectively, the "Company") and Bank of America, N.A (the "Loan Agreement"), Bank of America, N.A. has waived the covenants requiring the Company to maintain a minimum Fixed Charge Coverage Ratio and a maximum Adjusted Debt to EBITDAR Ratio during the first quarter of 2009 (the "Waiver"). This description of the Waiver is not intended to be complete and is qualified in its entirety by the complete text of the Waiver attached to this Form 8-K as Exhibit 10.1. In addition, the disclosures set forth under Item 3.03 are incorporated by reference into this Item 1.01.



Item 2.02. Results of Operations and Financial Condition.

On April 29, 2009, J. Alexander's Corporation issued a press release announcing its financial results for the first quarter ended March 29, 2009, the text of which is set forth in Exhibit 99.1.



Item 3.03. Material Modification to Rights of Security Holders.

On April 28, 2009, the Company and Computershare Trust Company, N.A., as successor to Sovran Bank/South Central and Rights Agent (the "Rights Agent"), executed an Amendment to Rights Agreement (the "Amendment") to that certain Rights Agreement dated as of May 16, 1989 between the Company and the Rights Agent, as amended by that certain Amendment to Rights Agreement dated February 22, 1999, that certain Amendment to Rights Agreement dated March 22, 1999, that certain Amendment to Rights Agreement dated May 6, 1999, and that certain Amendment to Rights Agreement dated May 14, 2004 (as so amended, the "Rights Agreement"), regarding the Company's Series A Junior Preferred Stock Purchase Rights (the "Rights").

The Amendment extends the Final Expiration Date (as defined in the Rights Agreement) to May 31, 2012 and revises the definition of Acquiring Person so that henceforth no shareholders are specifically excluded from that definition.

This description of the Amendment is not intended to be complete and is qualified in its entirety by reference to the terms of the Amendment, which is filed as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated herein by reference.



Item 7.01. Regulation FD Disclosure.

J. Alexander's Corporation's press release announcing its financial results for the first quarter ended March 29, 2009 is furnished as Exhibit 99.1.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

The following exhibits are filed or furnished herewith as noted above:

Exhibit Number Description

4.1 Amendment to Rights Agreement dated April 28, 2009

10.1 Waiver Letter from Bank of America, N.A.

99.1 Press Release Dated April 29, 2009


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