SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): December 23, 1997
WEST MARINE, INC.
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(Exact name of registrant as specified in its Securities)
Delaware 0-22515 77-035-5502
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
500 Westridge Drive, Watsonville, California 95076-4100
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(Address of principal executive office)
Registrant's Telephone number, including area code: (408) 728-2700
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N/A
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(Former name or former address if changed since last Report)
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Item 5: Other Events
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On December 23, 1997, Registrant's wholly owned subsidiary, West Marine
Finance Company, Inc., a California corporation, offered and sold to five
accredited investors pursuant to the provisions of Rule 506 of Regulation D of
the Securities and Exchange Commission, Forty Million Dollars ($40,000,000) of
its unsecured 6.85% Senior Guaranteed Notes due December 23, 2004 ("the Notes).
A specimen of the Note Purchase Agreement used to effect the sale of the
Notes is attached as Exhibit A hereto.
A specimen of the Form of Note issued and sold is attached as Exhibit I to
the Note Purchase Agreement, Exhibit A hereto.
By Guaranty Agreement dated as of December 23, 1997, Registrant
unconditionally guarantees to the holders of the Notes the full and prompt
payment of principal and interest due under the Notes.
By Guaranty Agreement dated as of December 23, 1997, each of Registrant's
remaining subsidiaries, being West Marine Products, Inc., a California
corporation; E&B Marine, Inc., a Delaware corporation; E&B Marine Supply, Inc.,
a New Jersey corporation; E&B Marine Supply, Inc., a Maryland corporation; E&B
Marine Supply (Florida), Inc., a Delaware corporation; James Bliss & Company,
Inc., a Massachusetts corporation; Goldbergs' Marine Distributors, Inc., a
Delaware corporation; Central Marine Supply, Inc., a New Jersey corporation;
Central Marine Supply (Florida), Inc., a Delaware corporation; Sea Ranger
Marine, Inc., a Delaware corporation; Krista Corporation, a Delaware
corporation; West Marine LBC, Inc., a California corporation; West Marine IHC I,
Inc., a California corporation; West Marine IHC II, Inc., a California
corporation; E&B Marine LBC, Inc., a California corporation; E&B Marine IHC I,
Inc., a California corporation; E&B Marine IHC II, Inc., a California
corporation; West Marine FSC, Inc., a Barbados corporation and W. Marine
Management Company, Inc., a California corporation (collectively the "Subsidiary
Guarantors") similarly, guarantee to the holders of the Notes, the full and
prompt payment of principal and interest due under the Notes.
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Item 7: Financial Statements, Proforma Financial Information and Exhibits
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(a) Not applicable.
(b) Not applicable.
(c) Exhibits
Exhibit A - Form of Note Purchase Agreement dated as of
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December 23, 1997, together with specimen form of 6.85% Senior
Guaranteed Note due December 23, 2004.
SIGNATURES
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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.
WEST MARINE, INC.,
a Delaware corporation
/s/ JOHN C. ZOTT
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Date: January 7, 1998 JOHN C. ZOTT
Its Senior Vice President,
Finance & Chief Financial Officer
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