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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
FEBRUARY 3, 2007
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Date of Report (Date of earliest
event reported)
THE GYMBOREE CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Delaware 000-21250 94-2615258
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File No.) Identification No.)
500 Howard Street, San Francisco, CA 94105
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(Address of principal executive offices) (Zip Code)
(415) 278-7000
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(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 communication 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))
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ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On February 7, 2007, The Gymboree Corporation, a Delaware corporation
(the "Company"), entered into a Fifth Amendment to Credit Agreement (the "Fifth
Amendment"), dated as of February 7, 2007, by and between the Company and
certain of its subsidiaries and Bank of America, N.A. The Fifth Amendment amends
certain terms of the Credit Agreement dated as of August 11, 2003, as previously
amended by the Waiver and First Amendment to Credit Agreement dated December 3,
2004, the Second Amendment to Credit Agreement dated July 27, 2005, the Third
Amendment to Credit Agreement, dated March 30, 2006, and the Fourth Amendment to
Credit Agreement, dated July 5, 2006, (collectively, the "Credit Agreement").
Among other things, the Fifth Amendment amends the Credit Agreement by
permitting the Company to purchase, redeem or otherwise acquire shares of its
capital stock for cash in an aggregate amount of up to $50,000,000 under certain
circumstances.
The foregoing summary of the Fifth Amendment is qualified in its
entirety by the terms of the Fifth Amendment, which is attached hereto as
Exhibit 10.74 and incorporated herein by reference.
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On February 8, 2007, The Gymboree Corporation issued a press release
announcing certain financial information for the five-week and fourth fiscal
quarter periods ended February 3, 2007. A copy of the press release is attached
hereto as Exhibit 99.1.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) EXHIBITS.
Exhibit No. Description
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10.74 Fifth Amendment to Credit Agreement, dated February
7, 2007.
99.1 Press release of The Gymboree Corporation issued
February 8, 2007.
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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.
THE GYMBOREE CORPORATION
Dated: February 8, 2007 By: /s/ BLAIR W. LAMBERT
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Name: Blair W. Lambert
Title: Chief Operating Officer and
Chief Financial Officer
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EXHIBIT INDEX
Exhibit No. Description
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10.74 Fifth Amendment to Credit Agreement, dated February 7, 2007.
99.1 Press release of The Gymboree Corporation issued February 8, 2007.
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