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): July 3, 1997
CROWLEY MILNER AND COMPANY
(Exact name of registrant as specified in its charter)
Michigan 1-1594 38-0454910
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
Number)
2301 West Lafayette Boulevard, Detroit, Michigan 48216
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (313) 962-2400
Not applicable
(Former name or former address, if changed since last report)
Item 5. Other Items.
Loan and Security Agreement -- Congress Financial Corporation
(Central).
As previously reported by the registrant in its Current Report on
Form 8-K dated August 31, 1996, effective as of September 5, 1996, Congress
Financial Corporation (Central), Crowley, Milner and Company, a Michigan
corporation (the "Company"), and Steinbach Stores, Inc., an Ohio corporation
and a wholly-owned subsidiary of the Company ("Steinbach"), entered into an
Amended and Restated Loan and Security Agreement (the "Amended Loan
Agreement") pursuant to which Congress is providing, on an aggregate basis
to the Company and Steinbach, a fully secured line of credit of up to $24
million and, included within such line of credit, a facility for letters of
credit of up to $5 million, with the interest rate on the foregoing, subject
to certain terms and conditions, at 25 basis points above the prime rate of
CoreStates Bank, N.A. The Company and Steinbach have each granted Congress
a security interest in and general lien upon substantially all of their
respective tangible and intangible personal assets and property, whether now
owned or hereafter acquired, as security for all debts, liabilities and
obligations of the Company and Steinbach under the Amended Loan Agreement.
The Amended Loan Agreement shall continue for a term ending on November 4,
1999, and from year to year thereafter unless sooner terminated pursuant to
the terms thereof.
Effective as of July 3, 1997, Congress, the Company and Steinbach
entered into Amendment No. 1 to the Amended Loan Agreement, pursuant to
which (i) the maximum credit available under the Amended Loan Agreement was
increased from $24 million to $35 million for the period of December 1 of
any year through August 31 of the following year and $42 million for the
period of September 1 through November 30 of each year, and (ii) the letter
of credit accommodation was increased from $5 million to $10 million.
The information set forth in Amendment No. 1 to the Amended Loan
Agreement attached hereto as Exhibit 10.10 is hereby incorporated herein by
reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
10.10 Amended and Restated Loan and Security Agreement, dated
September 5, 1996, among Congress Financial Corporation
(Central), Crowley, Milner and Company and Steinbach Stores,
Inc. (amends and restates Loan and Security Agreement
previously filed as an exhibit to the Company's Quarterly
Report on Form 10-Q for the quarter ended October 31, 1994)
(previously filed as an exhibit to the Company's Current
Report on Form 8-K dated August 31, 1996), as amended by
Amendment No. 1 thereto (a copy of which is filed herewith).
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.
CROWLEY, MILNER AND COMPANY
/S/ JOHN R. DALLACQUA
John R. Dallacqua,
Vice President of Finance
July 9, 1997
EXHIBIT INDEX
Exhibit
No. Description
- ------- -----------
10.10 Amendment No. 1 to Amended and Restated Loan and Security Agreement,
dated September 5, 1996, by and among Congress Financial Corporation
(Central) as Lender and Crowley, Milner and Company and Steinbach
Stores, Inc. as Borrowers.