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): March 31, 2000
DELTA MILLS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 333-376-17 13-2677657
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(State of other juris- (Commission (IRS Employer
diction of incorporation) File Number) Identification Number)
233 North Main Street
Hammond Square, Suite 200
Greenville, South Carolina 29601
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(Address of principal executive office (Zip Code)
Registrant's telephone number, including area code: (864) 232-8301
The Exhibit Index appears on page 4 hereof.
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Item 5. Other Events
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On March 31, 2000, Delta Mills, Inc. ("Delta Mills") replaced its existing
bank credit facility with a new revolving credit facility. Borrowings under the
new credit facility will be based on eligible accounts receivable and inventory
of Delta Mills, subject to a maximum availability limit. The new credit facility
has a three-year term and is secured by the accounts receivable, inventory and
capital stock of Delta Mills and Delta Mills Marketing, Inc. (Delta Mill's
wholly-owned subsidiary). The interest rate on the new credit facility is based
on a spread over either LIBOR or a base rate. In connection with this new credit
facility, Delta Mills terminated its prior bank credit facility. On March 31,
2000, there were no borrowings under either the prior credit facility or the new
credit facility.
The new credit facility contains restrictive covenants which, among other
matters, require that Delta Mills' Maximum Leverage Ratio not exceed specified
ratios. The agreement also restricts additional indebtedness, dividends and
capital expenditures. The new credit facility does not contain certain
restrictions that were present in the credit facility that it replaces. The
payment of dividends with respect to Delta Mills' stock is permitted if there is
no event of default and there is at least $1 of undrawn availability under the
facility.
Item 7. Financial Statements and Exhibits
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(a) Financial Statements of the Businesses Acquired. Not Applicable
(b) Pro Forma Financial Information. Not Applicable
(c) Exhibits.
99.1 Revolving Credit and Security Agreement, dated as of March 31, 2000,
between GMAC Commercial Credit LLC, as agent and lender, and Delta Mills,
Inc., as borrower. Schedules and exhibits have been omitted. The registrant
agrees to furnish supplementally to the Securities and Exchange Commission
a copy of omitted schedules and exhibits to this agreement upon request of
the Commission.
99.2 Guaranty, dated as of March 31, 2000, of Delta Mills Marketing, Inc. in
favor of GMAC Commercial Credit LLC, as agent.
99.3 General Security Agreement, dated as of March 31, 2000, between Delta Mills
Marketing, Inc. and GMAC Commercial Credit LLC, as agent.
99.4 Stock Pledge and Security Agreement, dated as of March 31, 2000, by Alchem
Capital Corporation in favor of GMAC Commercial Credit LLC, as agent.
99.5 Stock Pledge and Security Agreement, dated as of March 31, 2000, by Delta
Mills, Inc. in favor of GMAC Commercial Credit LLC, as agent.
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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.
DELTA MILLS, INC.
(Registrant)
April 12, 2000 By: /s/David R. Palmer
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Controller
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EXHIBIT INDEX
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EXHIBIT
99.1 Revolving Credit and Security Agreement, dated as of March 31, 2000,
between GMAC Commercial Credit LLC, as agent and lender, and Delta Mills,
Inc., as borrower. Schedules and exhibits have been omitted. The registrant
agrees to furnish supplementally to the Securities and Exchange Commission
a copy of omitted schedules and exhibits to this agreement upon request of
the Commission.
99.2 Guaranty, dated as of March 31, 2000, of Delta Mills Marketing, Inc. in
favor of GMAC Commercial Credit LLC, as agent.
99.3 General Security Agreement, dated as of March 31, 2000, between Delta Mills
Marketing, Inc. and GMAC Commercial Credit LLC, as agent.
99.4 Stock Pledge and Security Agreement, dated as of March 31, 2000, by Alchem
Capital Corporation in favor of GMAC Commercial Credit LLC, as agent.
99.5 Stock Pledge and Security Agreement, dated as of March 31, 2000, by Delta
Mills, Inc. in favor of GMAC Commercial Credit LLC, as agent.
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