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) January 28, 2005
Enesco Group, Inc.
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(Exact name of registrant as specified in its charter)
Illinois 0-1349 04-1864170
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
225 Windsor Drive, Itasca, IL 60143
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (630) 875-5300
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(Former name or former address, if changed since last report)
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 (see General Instruction A.2 below):
[ ] 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))
ITEM 1.01 MATERIAL DEFINITIVE AGREEMENTS
On January 28, 2005, the Company entered into an amendment with Fleet National
Bank and LaSalle Bank N.A. to its U.S. credit facility providing credit facility
commitments of $45 million until February 28, 2005 and $56 million until March
31, 2005. The banks also waived the resetting of, and compliance with, financial
covenants as of December 31, 2005. Enesco is negotiating terms for a new
domestic and international asset-based credit facility that it expects to close
on in March 2005.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
EXHIBIT DESCRIPTION
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10.1 Fifth Amendment to Second Amended and Restated Revolving Credit
Agreement between Enesco Group, Inc. and Fleet National Bank.
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.
Enesco Group, Inc.
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(Registrant)
Date January 31, 2005 By: /s/ Cynthia Passmore-McLaughlin
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Cynthia Passmore-McLaughlin,
President and CEO
Exhibit Index
Exhibit 10.1 Fifth Amendment to Second Amended and Restated Revolving
Credit Agreement between Enesco Group, Inc. and Fleet
National Bank.