UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):August 16, 2004
JAFRA WORLDWIDE HOLDINGS (LUX) S.àR.L
(Exact Name of Registrant as Specified in its Charter)
| | | | | |
| Luxembourg | | 333-106666 | | 98-0399297 |
(State or Other Jurisdiction of
Incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
174 Route de Longwy
L-1940 Luxembourg
Luxembourg
(Address of Principal Executive Offices)
(Zip Code)
(352) 226027
(Registrant’s telephone number, including area code)
TABLE OF CONTENTS
Item 5. Other Events.
On August 16, 2004, Jafra Worldwide Holdings (Lux) S.àR.L. (the “Company”) entered into a Restated Credit Agreement (the “Restated Credit Agreement”) as Guarantor and Parent of the Borrowers thereunder, with Jafra Cosmetics International, Inc. and Distribuidora Comercial Jafra, S.A. de C.V. (collectively, the “Borrowers”), the lenders named therein and The Bank of New York as administrative agent and collateral agent and City National Bank as syndication agent. The Restated Credit Agreement provides for a revolving credit facility of up to an aggregate of $60,000,000 at any one time outstanding, which can be increased by the Company to $90,000,000 under certain circumstances. Borrowings under the Restated Credit Agreement mature on August 16, 2008. A copy of the Restated Credit Agreement is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Each Borrower, the Company and certain other subsidiaries of the Company guaranteed the obligations of the other Borrowers. The obligations under the Restated Credit Agreement are secured by substantially all of the assets of the Company, the Borrowers and certain other subsidiaries of the Borrowers, including a pledge of certain shares of capital stock of the Borrowers and their subsidiaries.
Item 7. Financial Statements,Pro FormaFinancial Information and Exhibits.
(c) Exhibits.
10.1 Restated Credit Agreement, dated as of August 16, 2004, among the Borrowers, the Company, the Lenders thereto, the Issuing Bank, The Bank of New York, as administrative agent and collateral agent for the Lenders.
SIGNATURES
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 hereunto duly authorized.
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Date: August 19, 2004
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| | JAFRA WORLDWIDE HOLDINGS (LUX) S.ÀR.L.
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| | By: | /s/ Gary Eshleman | |
| | | Gary Eshleman | |
| | | Chief Financial Officer | |
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