8-K 1 a5405417.txt QUAKER FABRIC CORP. 8-K -------------------------------------------------------------------------------- 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 May 16, 2007 Date of Report (Date of earliest event reported) QUAKER FABRIC CORPORATION (Exact name of registrant as specified in its charter) Delaware 1 7023 04-1933106 (State of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 941 Grinnell Street, Fall River, Massachusetts 02721 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (508) 678-1951 (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: [ ] 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 (17CFR 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)) 1 Item 1.01 Entry into a Material Definitive Agreement On May 16, 2007 Quaker Fabric Corporation of Fall River ("Quaker"), a wholly-owned subsidiary of Quaker Fabric Corporation (the "Company"), entered into a purchase and sale agreement with respect to the Company's 186,000 square foot Plant N facility located at 1450 Brayton Avenue in Fall River, Massachusetts calling for the sale of this facility to M/K Brayton LLC, Inc., a Massachusetts limited liability company, (the "Buyer") for $4.3 million (the "P&S"). Selling this facility is consistent with Quaker's overall restructuring plan which, inter alia, calls for the sale of all Company-owned real property not needed to support the Company's operations. The P&S calls for a deposit of $200,000, which was paid upon execution of the P&S, and a ninety day Inspection Period, which pursuant to the terms of the P&S, will expire on August 15, 2007. During the Inspection Period, the Buyer has the right to review title, permitting, environmental and other due diligence matters related to the property. In the event the Buyer determines, in his sole discretion and during the Inspection Period, that it is dissatisfied with such matters, the Buyer has the right to terminate the P&S prior to the end of the Inspection Period. Closing of this transaction is anticipated no later than September 5, 2007. The foregoing description of the P&S is qualified in its entirety by reference to the P&S filed as Exhibit 10.47 to this Form 8-K and incorporated by reference herein. 2 Item 9.01 Financial Statements and Exhibits (c) Exhibits 10.47 Purchase and Sale Agreement dated May 16, 2007 by and between Quaker Fabric Corporation of Fall River, as Seller, and M/K Brayton LLC, Inc., a Massachusetts limited liability company, as Buyer 3 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 thereunto duly authorized. QUAKER FABRIC CORPORATION (Registrant) Date: May 16, 2007 /s/ Paul J. Kelly ------------------------------------- Paul J. Kelly Vice President - Finance and Treasurer 4 EXHIBIT INDEX 10.47 Purchase and Sale Agreement dated May 16, 2007 by and between Quaker Fabric Corporation of Fall River, as Seller, and M/K Brayton LLC, Inc., a Massachusetts limited liability company, as Buyer 5