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BGFV > SEC Filings for BGFV > Form 8-K on 20-Dec-2013All Recent SEC Filings

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Form 8-K for BIG 5 SPORTING GOODS CORP


20-Dec-2013

Entry into a Material Definitive Agreement, Financial Statements and Ex


Item 1.01. Entry into a Material Definitive Agreement.

On December 19, 2013, Big 5 Corp. (the "Company"), a wholly-owned subsidiary of Big 5 Sporting Goods Corporation (the "Parent"), Big 5 Services Corp., a wholly-owned subsidiary of the Company, and the Parent entered into a Second Amendment to Credit Agreement with, among others, Wells Fargo Bank, National Association, as Administrative Agent, Collateral Agent and Swing Line Lender, and the other lenders party thereto, which amended certain provisions of the Credit Agreement between the parties dated as of October 18, 2010, as previously amended by the First Amendment to Credit Agreement dated as of October 31, 2011 (as amended, the "Credit Agreement").

After giving effect to the amendment, the applicable interest rate on borrowings will be a function of the daily average, over the preceding fiscal quarter, of the excess of amounts available under the revolving credit facility provided by the Credit Agreement (the "Credit Facility") over amounts borrowed (such amount being referred to as the "Average Daily Excess Availability"). Those loans designated as LIBO rate loans shall bear interest at a rate equal to the then applicable LIBO rate plus an applicable margin as shown in the table below. Those loans designated as base rate loans shall bear interest at a rate equal to the applicable margin for base rate loans (as shown below) plus the highest of
(a) the Federal funds rate, as in effect from time to time, plus one-half of one percent (0.50%), (b) the LIBO rate, as adjusted to account for statutory reserves, plus one percent (1.00%), or (c) the rate of interest in effect for such day as publicly announced from time to time by Wells Fargo as its "prime rate." The applicable margin for all loans will be as set forth below as a function of Average Daily Excess Availability for the preceding fiscal quarter.

                        Average Daily                   LIBO Rate         Base Rate
                            Excess                     Applicable        Applicable
  Level                  Availability                    Margin            Margin
  I         Greater than or equal to $100,000,000             1.25 %            0.25 %
  II                Less than $100,000,000
           but greater than or equal to $40,000,000           1.50 %            0.50 %
  III               Less than $40,000,000                     1.75 %            0.75 %

The amendment reduced the commitment fee assessed on the unused portion of the Credit Facility to 0.25% per annum, and also reduced certain fees for letters of credit. In addition, the amendment increased the percentage of inventory that will count toward the borrowing base during certain periods.

The amendment also extended the maturity date of the Credit Agreement from October 31, 2016 to December 19, 2018.

The Second Amendment to Credit Agreement is filed as Exhibit 10.1 to this Periodic Report on Form 8-K.



Item 9.01. Financial Statements and Exhibits.

(c) Exhibits.

Exhibit No. Description
10.1 Second Amendment to Credit Agreement dated as of December 19, 2013.


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