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OSH > SEC Filings for OSH > Form 8-K on 31-Oct-2012All Recent SEC Filings

Show all filings for ORCHARD SUPPLY HARDWARE STORES CORP

Form 8-K for ORCHARD SUPPLY HARDWARE STORES CORP


31-Oct-2012

Entry into a Material Definitive Agreement, Creation of a Dir


Item 1.01 Entry into a Material Definitive Agreement.

On October 26, 2012, in connection with the Amended and Restated Senior Secured Term Loan Agreement dated as of December 22, 2011 (as further amended, supplemented, restated or otherwise modified from time to time, the "Credit Agreement") by and among Orchard Supply Hardware Stores Corporation (the "Company"), Orchard Supply Hardware LLC, a subsidiary of the Company (the "Borrower"), certain subsidiaries of the Company, the lenders parties thereto from time to time and JPMorgan Chase Bank, N.A. as Term Administrative Agent and Collateral Agent for the lenders and as Sole Bookrunning Manager and Sole Lead Arranger, the Company, Borrower and lenders constituting the "Required Term Lenders" (as defined in the Credit Agreement") entered into a Waiver and Amendment No. 1 effective October 26, 2012 whereby (i) the Required Term Lenders waived any and all defaults or events of default which would otherwise occur under the Credit Agreement as a result of any failure by the Borrower to comply with the maximum adjusted leverage ratio covenant contained in the Credit Agreement for the fiscal quarter ended October 27, 2012 and (ii) the applicable interest rate in respect of (A) the Term B-2 Loans would be increased by 50 basis points if the aggregate amount of the Term B-2 Loans outstanding as of January 31, 2013 is equal to or greater than $59,200,000 and (B) the Term B-1 Loans would be increased by 50 basis points if any portion of the Term B-1 Loans remains outstanding as of January 31, 2013.

The foregoing description of the Waiver and Amendment does not purport to be complete and is qualified in its entirety by reference to the complete text of the Waiver and Amendment, which is attached hereto as Exhibit 10.1.



Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth under Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

The following document is attached as an exhibit to this Current Report on Form 8-K:

Exhibit
Number       Description

 10.1        Waiver and Amendment No. 1, effective October 26, 2012, to the Amended
             and Restated Senior Secured Term Loan Agreement, dated as of
             December 22, 2011, by and among Orchard Supply Hardware LLC, Orchard
             Supply Hardware Stores Corporation, the other Guarantors party
             thereto, the Lenders party thereto from time to time, JPMorgan Chase
             Bank, N.A. as Term Administrative Agent, as Collateral Agent, and as
             Sole Bookrunning Manager and Sole Lead Arranger.


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