Search the web
Welcome, Guest
[Sign Out, My Account]

Quotes & Info
Enter Symbol(s):
e.g. YHOO, ^DJI
Symbol Lookup | Financial Search
SGC > SEC Filings for SGC > Form 8-K on 6-May-2014All Recent SEC Filings




Entry into a Material Definitive Agreement, Creation of a Direct Finan

Item 1.01. Entry Into a Material Definitive Agreement.

As previously reported, on July 1, 2013, Superior Uniform Group, Inc. (the "Company") renewed its $15 million revolver agreement and entered into a new term loan for $30 million with Fifth Third Bank, its existing lender (collectively, the "Credit Facilities"), pursuant to the Second Amended and Restated Credit Agreement and Other Loan Documents, dated July 1, 2013 (the "Credit Agreement"). The Credit Agreement was amended on October 22, 2013 to amend the list of Company subsidiaries and their ownership interests and certain other terms.

On May 1, 2014, the Company amended the Credit Agreement to provide for an additional $10 million revolving credit facility with Fifth Third Bank (the "New Credit Facility"), pursuant to the Second Amendment to Second Amended and Restated Credit Agreement and Other Loan Documents, dated May 1, 2014 (the "Second Amendment"). The New Credit Facility carries a twenty-six month term and a variable interest rate of LIBOR plus 0.95%. The New Credit Facility requires us to comply with the same customary negative covenants, including those governing indebtedness, liens, fundamental changes, investments, restricted payments, and sales of assets, and contains the same customary acceleration provisions, as do the Credit Facilities. The New Credit Facility is secured by substantially all of the operating assets of the Company as collateral, and the Company's obligations under the New Credit Facility are guaranteed by certain of the Company's subsidiaries.

The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the Second Amendment, a copy of which is attached hereto as Exhibit 10.1 and incorporated by reference herein.

Item 2.03. Creation of a Direct Financial Obligation.

As described in Item 1.01 above, on May 1, 2014, the Company entered into a $10 million revolving credit facility with Fifth Third Bank, the Company's existing lender.

The material terms of the New Credit Facility are as reported in Item 1.01 above and are incorporated herein by reference to Item 1.01 and to the Second Amendment attached hereto as Exhibit 10.1.

Item 5.07. Submission of Matters to a Vote of Security Holders.

The Company's Annual Meeting of Shareholders was held on May 2, 2014, at which

? six directors were elected to hold office until the next annual meeting of shareholders and until their respective successors are duly elected or appointed and qualified, and

? the selection of Mayer Hoffman McCann P.C., independent registered public accountants, as auditors of the Company for the year ending December 31, 2014 was ratified.

Of the 6,584,467 shares outstanding and entitled to vote at the meeting, 6,095,646 shares were present, in person or by proxy.

The results of the shareholder votes were as follows:

Proposal 1: Election of Directors

Nominee             For    Against Abstain

Sidney Kirschner 5,294,365 60,853  13,768

Michael Benstock 5,310,823 52,395    5,768

Alan D. Schwartz 5,313,383 42,233  13,370

Robin Hensley    5,298,303 57,465  13,218

Paul Mellini     5,328,294 26,922  13,770

Todd Siegel      5,316,051 39,165  13,770

The tabulation of votes for the election of directors resulted in 726,660 broker non-votes.

Proposal 2:   Ratification of Mayer Hoffman McCann P.C., as auditors for 2014:

     For    Against Abstain
  6,076,515  6,938  12,293

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

10.1 Second Amendment to Second Amended and Restated Credit Agreement and Other Loan Documents

  Add SGC to Portfolio     Set Alert         Email to a Friend  
Get SEC Filings for Another Symbol: Symbol Lookup
Quotes & Info for SGC - All Recent SEC Filings
Copyright © 2015 Yahoo! Inc. All rights reserved. Privacy Policy - Terms of Service
SEC Filing data and information provided by EDGAR Online, Inc. (1-800-416-6651). All information provided "as is" for informational purposes only, not intended for trading purposes or advice. Neither Yahoo! nor any of independent providers is liable for any informational errors, incompleteness, or delays, or for any actions taken in reliance on information contained herein. By accessing the Yahoo! site, you agree not to redistribute the information found therein.