UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549 |
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FORM 8-K |
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CURRENT REPORT Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934 |
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June 29, 2006 |
Date of report (date of earliest event reported) |
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STEINER LEISURE LIMITED |
(Exact Name of Registrant as Specified in Its Charter) |
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Commonwealth of The Bahamas |
(State or other Jurisdiction of Incorporation) |
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0-28972 | 98-0164731 |
(Commission File Number) | (IRS Employer Identification No.) |
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Suite 104A, Saffrey Square | |
Nassau, The Bahamas | Not Applicable |
(Address of Principal Executive Offices) | (Zip Code) |
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(242) 356-0006 |
(Registrant's Telephone Number, Including Area Code) |
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Not Applicable |
(Former Name or Former Address, if Changed Since Last Report) |
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (seeGeneral Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 1.01. Entry into a Material Definitive Agreement.
On June 29, 2006, the Second Amendment dated May 9, 2006 (the "Amendment") to the Amended and Restated Credit Agreement dated December 9, 2003 between Steiner Leisure Limited (the "Company") and SunTrust Bank, as lender and administrative agent (the "Bank"), became effective. The Amendment increases the aggregate amount available under the credit agreement from $20 million to $30 million. The amendment also increases the letter of credit sub-facility under the credit agreement from $5 million to $10 million. The Company maintains its primary depository and operating accounts at the Bank.
As part of the Amendment, the Company executed a promissory note (the "Note") payable to the Bank for $30 million, or so much thereof as may be advanced and outstanding, and the previously outstanding $20 million promissory note was cancelled. Interest on borrowings under the Note is payable quarterly and accrues at LIBOR-based rates plus a spread that is dependent upon the Company's financial performance. Unpaid principal, together with accrued and unpaid interest is due on the maturity date, July 2, 2007. Borrowings under the credit agreement, as amended, are collateralized by substantially all of the assets of the Company.
The Amendment and the Note are filed as Exhibits 10.26(c) and 10.26(d), respectively, to this Current Report on Form 8-K.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The disclosure set forth under Item 1.01 is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
Exhibit Number | Description |
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10.26(c) | Second Amendment to Amended and Restated Credit Agreement between Steiner Leisure Limited and SunTrust Bank dated as of May 9, 2006 |
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10.26(d) | Revolving Loan Note from Steiner Leisure Limited payable to SunTrust Bank dated as of May 9, 2006 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
STEINER LEISURE LIMITED
Date: June 29, 2006 | /s/ Leonard I. Fluxman |
| | Leonard I. Fluxman |
| | President and Chief Executive Officer |
INDEX TO EXHIBITS
Exhibit Number | Description |
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10.26(c) | Second Amendment to Amended and Restated Credit Agreement between Steiner Leisure Limited and SunTrust Bank dated as of May 9, 2006. |
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10.26(d) | Revolving Loan Note from Steiner Leisure Limited payable to SunTrust Bank dated as of May 9, 2006 |
