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 the earliest event reported): September 23, 2016
UNIFIED GROCERS, INC.
(Exact name of registrant as specified in its charter)
| | | | |
| California | | 000-10815 | | 95-0615250 |
(State or other jurisdiction
of incorporation or organization) | | (Commission
File Number) | | (I.R.S. Employer
Identification No.) |
5200 Sheila Street, Commerce, CA 90040
(Address of principal executive offices) (Zip Code)
(323) 264-5200
(Registrant’s telephone number, including area code)
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
| Item 1.01. | Entry into a Material Definitive Agreement. |
Grocers Capital Company Amended and Restated Loan and Security Agreement
Grocers Capital Company (“GCC”), a wholly-owned subsidiary of Unified Grocers, Inc. (the “Company”) is party to an Amended and Restated Loan and Security Agreement, dated as of September 26, 2014 as amended by Amendment Number One dated as of June 26, 2015 (as so amended, the “GCC Loan Agreement”), by and among GCC, the lenders party thereto, and ZB, N.A. dba California Bank & Trust (“CBT”), as Arranger and Administrative Agent. On September 23, 2016, GCC entered into Amendment Number Two (the “GCC Loan Amendment”) to the GCC Loan Agreement, by and among GCC, the lenders that are signatories thereto, and CBT, as Arranger and Administrative Agent. The GCC Loan Amendment extends the maturity date of the GCC Loan Agreement from September 30, 2016 to December 30, 2016.
The GCC Loan Amendment, except as expressly stated, does not modify the GCC Loan Agreement, which remains unmodified and in full force and effect.
A copy of the GCC Loan Amendment is attached hereto asExhibit 99.1and is incorporated herein by this reference. The foregoing description of the GCC Loan Amendment does not purport to be complete and is qualified in its entirety by reference to the Exhibit.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The terms of the direct financial obligations created by the GCC Loan Amendment are summarized in Item 1.01 and are contained inExhibit 99.1 of this Form 8-K and are incorporated herein by this reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| | |
Exhibit
No. | | Description |
| |
| 99.1 | | Amendment Number Two to Amended and Restated Loan and Security Agreement, dated as of September 23, 2016, by and among Grocers Capital Company, the lenders signatory thereto, and ZB, N.A. dba California Bank & Trust, as Arranger and Administrative Agent. |
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.
| | | | |
Date: September 28, 2016 | | UNIFIED GROCERS, INC. |
| | |
| | By | | /s/ Mary M. Kasper |
| | | | Mary M. Kasper |
| | | | Senior Vice President, General Counsel and Secretary |
