-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Q4AaJuNwzGgBna1PTKaLQUqNiQ7gEBtHLMgiGBY13y9gy3v0tjwr02lA3/e1pWfo ej7NOMVp5G3/mzue8ZDRYQ== 0001157523-07-008508.txt : 20070817 0001157523-07-008508.hdr.sgml : 20070817 20070817100916 ACCESSION NUMBER: 0001157523-07-008508 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070816 ITEM INFORMATION: Bankruptcy or Receivership ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070817 DATE AS OF CHANGE: 20070817 FILER: COMPANY DATA: COMPANY CONFORMED NAME: QUAKER FABRIC CORP /DE/ CENTRAL INDEX KEY: 0000103341 STANDARD INDUSTRIAL CLASSIFICATION: BROADWOVEN FABRIC MILS, MAN MADE FIBER & SILK [2221] IRS NUMBER: 041933106 STATE OF INCORPORATION: DE FISCAL YEAR END: 0102 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07023 FILM NUMBER: 071064024 BUSINESS ADDRESS: STREET 1: 941 GRINNELL ST. CITY: FALL RIVER STATE: MA ZIP: 02721 BUSINESS PHONE: 5086781951 MAIL ADDRESS: STREET 1: 941 GRINNELL ST CITY: FALL RIVER STATE: MA ZIP: 02721 FORMER COMPANY: FORMER CONFORMED NAME: VERTIPILE INC DATE OF NAME CHANGE: 19870811 8-K 1 a5474214.txt QUAKER FABRIC CORPORATION 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 August 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)) Item 1.03 Bankruptcy or Receivership On August 17, 2007, Quaker Fabric Corporation announced that it and its wholly owned subsidiary, Quaker Fabric Corporation of Fall River (together, the "Debtors"), had filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware (Case No. 07-11146). The Debtors' affiliates outside the United States were not included in the Chapter 11 filing. The Debtors remain in possession of their assets and properties as "debtors-in-possession" pursuant to sections 1107(a) and 1108 of the Bankruptcy Code, and during the Chapter 11 process, the Debtors will continue the liquidation process they began in July. On August 16, 2007, the Debtors reached an agreement for up to $1,650,000 in new debtor-in-possession (DIP) financing. Upon Court approval, this DIP financing will provide sufficient funding during the Chapter 11 process. A copy of the press release is filed as an exhibit to the Report on Form 8-K and is incorporated here by reference. Item 9.01 Financial Statements and Exhibits (c) Exhibits 99.1 Registrant's Press Release dated August 17, 2007 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: August 17, 2007 /s/ Paul J. Kelly ----------------------------------------- Paul J. Kelly Vice President - Finance and Treasurer EXHIBIT INDEX 99.1 Registrant's Press Release dated August 17, 2007 EX-99.1 2 a5474214ex99_1.txt EXHIBIT 99.1 Exhibit 99.1 Quaker Fabric Files Voluntary Petition for Relief under Chapter 11 of the Bankruptcy Code FALL RIVER, Mass.--(BUSINESS WIRE)--Aug. 17, 2007--QUAKER FABRIC CORPORATION (NASDAQ Symbol: QFAB), a leading supplier of upholstery fabrics for furniture markets in the United States and abroad, announced today that it and its wholly owned subsidiary, Quaker Fabric Corporation of Fall River, have filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware. Quaker's affiliates outside the United States were not included in the Chapter 11 filing. On July 2, 2007, the Company announced that it likely would commence an orderly liquidation of its business and a sale of its assets and that any such winding up and liquidation would not generate sufficient funds to permit any payment to holders of its common stock. On July 9, 2007, the Company retained an experienced liquidation advisory firm to consult with management on the liquidation of the assets of the Company in a manner intended to yield the greatest return to the Company's creditors. This process has been ongoing, with the Company seeking bids from qualified buyers for the purchase of the Company as a whole, as well as on each asset class, including machinery and equipment, raw material and finished goods inventory, accounts receivable, intellectual property and real estate. During the Chapter 11 proceedings, this process will continue under court supervision. In addition, the Company has reached an agreement for up to $1,650,000 in new debtor-in-possession (DIP) financing. Upon Court approval, this DIP financing will provide sufficient funding during the Chapter 11 process. The Company commenced its annual two-week planned shutdown on June 29, 2007 and did not have the financing needed to resume operations on July 16, which would otherwise have marked the end of the shutdown period. On July 2, the employment relationships of substantially all of the Company's 930 employees were terminated. THIS PRESS RELEASE CONTAINS "FORWARD LOOKING STATEMENTS," AS THAT TERM IS DEFINED IN THE FEDERAL SECURITIES LAWS. THE READER IS CAUTIONED THAT SUCH STATEMENTS ARE NOT GUARANTEES OF FUTURE PERFORMANCE AND THAT, AS A RESULT OF VARIOUS FACTORS, ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE PROJECTED. FOR A FURTHER DISCUSSION OF THESE FACTORS, SEE THE COMPANY'S 2006 FORM 10-K. CONTACT: Quaker Fabric Corporation Larry A. Liebenow, 508-646-2264 Paul J. Kelly, 508-646-2251 Cynthia L. Gordan, 508-646-2261 -----END PRIVACY-ENHANCED MESSAGE-----