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RCKY > SEC Filings for RCKY > Form 8-K on 19-Dec-2013All Recent SEC Filings

Show all filings for ROCKY BRANDS, INC.

Form 8-K for ROCKY BRANDS, INC.


19-Dec-2013

Creation of a Direct Financial Obligation or an Obligation under an Off-Balanc


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

On December 13, 2013, Rocky Brands, Inc. (the "Company") and certain of its subsidiaries (together with the Company, the "Borrowers") entered into a Joinder and Amendment No. 2 to Loan Documents (the "Amendment"), which amends the Company's Revolving Credit, Guaranty, and Security Agreement with the lenders party thereto (the "Lenders"), and PNC Bank, National Association, as administrative agent for the Lenders (the "Agent"). A copy of the Revolving Credit, Guaranty, and Security Agreement between the Borrowers, the Lenders, and the Agent (the "Loan Agreement") was filed as Exhibit 10.1 to the Company's Current Report on Form 8-K, dated October 20, 2010, filed with the Securities and Exchange Commission on October 21, 2010, and a copy of Amendment No. 1 to the Loan Agreement was filed as Exhibit 10.1 to the Company's Current Report on Form 8-K, dated May 8, 2013, filed May 14, 2013, both of which are incorporated herein by reference. All capitalized terms not otherwise defined herein shall have the meanings given to them in the Loan Agreement, as amended.

In consummation of a permitted acquisition under the Loan Agreement, the Amendment joins Creative Recreation, LLC, an Ohio limited liability company and a newly-formed subsidiary of the Company, to the Loan Agreement as a Borrower. The Amendment provides greater flexibility with respect to Availability under the Loan Agreement to permit the Company to pay dividends, make purchases of stock, redeem stock, and make other restricted payments to the Company's shareholders, to limit the application of the financial covenants, to have greater access to the proceeds of receivables, and to maintain existing pricing.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the complete text of the Amendment. A copy of the Amendment is attached hereto as Exhibit 10.1 and is incorporated herein by reference.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

     Exhibit No. Description

     10.1        Joinder and Amendment No. 2 to Loan Documents, dated December 13,
                 2013, by and among Rocky Brands, Inc., Lehigh Outfitters, LLC,
                 Lifestyle Footwear, Inc., Rocky Brands Wholesale LLC, Rocky Brands
                 International, LLC, Rocky Canada, Inc., and Creative Recreation,
                 LLC, the lenders party thereto, and PNC Bank, National Association,
                 as agent for the lenders

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