-----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, Pj6RHyWmJpT8LQgQRSfb9anWxnnO8QPSLmDnWB/b5eO1Q+q4rOwNRh9Ua3x72m1u bnlOHvdM8OBbVq6siNz+5w== 0001047469-02-005803.txt : 20021205 0001047469-02-005803.hdr.sgml : 20021205 20021205144505 ACCESSION NUMBER: 0001047469-02-005803 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20021204 ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20021205 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EAGLE FOOD CENTERS INC CENTRAL INDEX KEY: 0000030908 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-GROCERY STORES [5411] IRS NUMBER: 363548019 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-17871 FILM NUMBER: 02849677 BUSINESS ADDRESS: STREET 1: RTE 67 KNOXVILLE RD CITY: MILAN STATE: IL ZIP: 61264 BUSINESS PHONE: 3097877730 MAIL ADDRESS: STREET 1: PO BOX 6700 CITY: ROCK ISLAND STATE: IL ZIP: 61204-6700 8-K 1 a2095597z8-k.txt 8-K 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): DECEMBER 4, 2002 -------------------- EAGLE FOOD CENTERS, INC. ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Commission File Number 0-17871 DELAWARE 36-3548019 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) RT. 67 & KNOXVILLE RD., MILAN, ILLINOIS 61264 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (309) 787-7700 Eagle Food Centers, Inc. ("Company") announced that it has entered into an agreement with Congress Financial Corporation (Central) ("Congress") relating to an adjusted net worth covenant in the Second Amended and Restated Loan and Security Agreement dated as of August 24, 2001 ("Revolver"). The Revolver has a financial covenant requiring the Company to maintain a minimum adjusted net worth. To prevent a potential default under the covenant, the Company has signed a Limited Waiver in which Congress has agreed to waive such default until February 1, 2003. ITEM 7. FINANCIAL STATEMENTS, PROFORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits: 10.1 Eagle Food Centers, Inc. Press Release, dated December 5, 2002. 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. EAGLE FOOD CENTERS, INC. (Registrant) By: /s/ S. Patric Plumley December 5, 2002 - ------------------------------- ------------------------------ S. Patric Plumley Date Senior Vice President- Chief Financial Officer and Secretary EX-10.1 3 a2095597zex-10_1.txt EXHIBIT 10.1 Exhibit 10.1 PRESS RELEASE FOR IMMEDIATE RELEASE EAGLE FOOD CENTERS P.O. Box 6700, Rock Island, Illinois 61204-6700 Executive Offices & Distribution Center Route 67 & Knoxville Road, Milan, Illinois 61264 Telephone: 309-787-7700/Fax: 309-787-7895 FROM: S. Patric Plumley TITLE: Sr. Vice President-Chief Financial Officer DATE: December 5, 2002 EAGLE ENTERS INTO LIMITED WAIVER AGREEMENT WITH CONGRESS FINANCIAL CORPORATION (CENTRAL) MILAN, ILLINOIS, December 5, 2002--Eagle Food Centers, Inc., (Nasdaq: EGLE) today announced that it has entered into an agreement with Congress Financial Corporation (Central) ("Congress") relating to an adjusted net worth covenant in the Second Amended and Restated Loan and Security Agreement dated as of August 24, 2001 ("Revolver"). The Revolver has a financial covenant requiring the Company to maintain a minimum adjusted net worth, as defined by the Revolver, of $3.0 million. To prevent a potential default under the covenant, the Company has signed a Limited Waiver ("Waiver") in which Congress has agreed to waive such default until February 1, 2003. In consideration of the Waiver, Eagle has agreed, among other things, to maintain excess loan availability of not less than $5.0 million during the term of the Waiver and to provide Congress with certain financial projections for the fiscal year ending January 31, 2004 by January 15, 2003. In addition, Eagle has agreed to pay a Waiver fee and a higher rate of interest on Revolver loans. We are pleased with the signing of the Waiver which permits Eagle to continue to borrow under the Revolver," said Robert Kelly, Chairman and CEO. "To provide greater flexibility during the remaining term of the Revolver, ending August 24, 2004, the Company is in discussions with Congress to amend the adjusted net worth covenant in the Revolver." Eagle Food Centers, Inc. is a leading regional supermarket chain headquartered in Milan, Illinois, operating 63 stores in northern and central Illinois and eastern Iowa under the trade names of Eagle Country Market, Foodco and BOGO'S Food and Deals. ### This press release includes statements that constitute "forward-looking" statements. These statements are made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, continued acceptance of the Company's products in the marketplace, the effect of economic conditions, the impact of competitive stores and pricing, availability and costs of inventory, employee costs and availability, the rate of technology change, the cost and uncertain outcomes of pending and unforeseen litigation, the availability and cost of capital including the continued availability of capital under the Revolver, supply constraints or difficulties, the effect of the Company's accounting policies, the effect of regulatory and legal developments and other risks detailed in the Company's Securities and Exchange Commission filings or in materials incorporated therein by reference. By making these forward-looking statements, the Company undertakes no obligation to update these statements for revisions or changes after the date of this press release. -----END PRIVACY-ENHANCED MESSAGE-----