UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
________________
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 25, 2008
____________________________________
DIVERSIFIED RESTAURANT HOLDINGS, INC.
(Name of small business in its charter)
_____________________________________
Nevada |
| 333-145316 |
| 20-5621294 |
(State or other jurisdiction of incorporation) |
| (Commission File Number) |
| (IRS Employer Identification No.) |
|
| 21751 W. Eleven Mile Road Suite 208 Southfield, MI 48076 |
|
|
(Address of principal executive offices) |
Registrant's telephone number: (248) 223-9160
______________________________________
Check the appropriate box below if the Form 8-K/A is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ]
Written communications pursuant to Rule 425 under the Securities Act
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
Item 1.01
Entry into a Material Definitive Agreement.
On Wednesday, June 25, 2008, AMC Petoskey, Inc., a wholly owned subsidiary of Diversified Restaurant Holdings, Inc., closed on a loan with Charter One Bank. The proceeds of the loan are to be used for construction and start-up costs for a new Buffalo Wild Wings restaurant to be located in Petoskey, Michigan. The date of the note is June 25, 2008, and it has a maturity date of June 25, 2015.
The loan is for the amount of $803,239.00 with a term of seven years and amortized over seven years. AMC Petoskey, Inc. shall pay consecutive monthly installments of principal as follows commencing July 25, 2008.
Months 1-12
$ 7,681
Months 13-24
8,236
Months 25-36
8,831
Months 37-48
9,470
Months 49-60
10,154
Months 61-72
10,888
Months 73-84
11,676
AMC Petoskey, Inc. shall pay interest monthly on the twenty-fifth of every month. A rate of 6.98% fixed with a SWAP derivative has been assigned. The loan is secured by the assets of AMC Petoskey, Inc. The Bank is authorized to accelerate the payment of the Loan on the occurrence of an event of default under the terms of the Loan Agreement.
The loan is guaranteed by:
T. Michael Ansley, President (personally)
Flyer Enterprises, Inc., a related entity
TMA Enterprises of Ferndale, LLC, a related entity
Diversified Restaurant Holdings, Inc.
AMC Wings, Inc., a wholly owned subsidiary
AMC Group, Inc., a wholly owned subsidiary
AMC Grand Blanc, Inc., a wholly owned subsidiary
AMC Troy, Inc., a wholly owned subsidiary
Two financial covenants govern this loan:
1.
The Borrower and Corporate Guarantors on a combined basis shall not permit the ratio of its EBITDA, minus taxes paid in cash, Distributions, shareholder advances, increases in intercompany or affiliated company receivables and unfinanced CAPEX, to Interest Expense plus CMLTD, to be less than (i) 1.0 to 1.0 at June 30, 2008; (ii) 1.1 to 1.0 at September 30, 2008 and (iii) 1.2 to 1.0 at December 31, 2008 and thereafter for the 4 consecutive fiscal quarters ending at the end of each fiscal quarter.
2.
The Borrower and Corporate Guarantors on a combined basis shall not permit the ratio of its Funded Indebtedness to EBITDA to be greater than 3.5 to 1.0 for any fiscal year beginning June 30, 2008. Only EBITDA and funded debt of stores open for a period more than three months will be used in the covenant
Item 2.03.
Creation of a Direct Financial Obligation or An Obligation Under an Off Balance Sheet
Arrangement of a Registrant.
The information required by this item 2.03 is set forth in item 1.01 above, which is incorporated herein by reference.
Item 9.01
Financial Statements and Exhibits
(d)
The following exhibits are included with this Report.
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Exhibit 10.1
Loan and Security Agreement dated June 25, 2008 by and between Charter One Bank and AMC Petoskey, Inc.
Exhibit 10.2
Term Note dated June 25, 2008 by and between Charter One Bank and AMC Petoskey, Inc.
SIGNATURES
In accordance with Section 13 or 15(d) 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.
| DIVERSIFIED RESTAURANT HOLDINGS, INC. | |
Dated: July 28, 2008 | By: | /s/ T. Michael Ansley |
| Name: | T. Michael Ansley |
| Title: | President |
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