8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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)		September 27, 2013
G&K Services, Inc.
(Exact Name of Registrant as Specified in Charter)
Minnesota	0-4063				41-0449530
(State or Other Jurisdiction of Incorporation)	(Commission File Number)				(IRS Employer Identification No.)
5995 Opus Parkway, Minnetonka, MN				55343
(Address of Principal Executive Offices)				(Zip Code)
Registrant's telephone number, including area code			(952) 912-5500
n/a
(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 (see General Instruction A.2. below):

o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 1.01. Entry into a Material Definitive Agreement.

On September 27, 2013, G&K Services, Inc. (the “Company”), as initial servicer, and G&K Receivables Corp., a subsidiary of the Company, as borrower (the “Borrower”), entered into Amendment No. 3 (“Amendment No. 3”) to the Second Amended and Restated Loan Agreement, including the Ninth Amended and Restated Fee Letter executed in connection therewith (as amended, the “Loan Agreement”) with SunTrust Bank, as lender (the “Lender”) and as LC Issuer, and SunTrust Robinson Humphrey, Inc., as administrator (“Administrator”). Capitalized terms used herein but not otherwise defined have the meanings set forth in the Loan Agreement.

The principal purposes of Amendment No. 3 were to:

• Increase the LC Sublimit so that it is the lesser of $40,000,000 and the Facility Limit.

• Provide that the “Reserve Floor” means, for any Calculation Period, the greater of (a) 15% and (b) the sum of (i) 10% plus (ii) the product of (A) the Expected Short Dilution Ratio and (B) the Short Dilution Horizon Ratio, plus (iii) the product of (A) the Expected Long Dilution Ratio and (B) the Long Dilution Horizon Ratio.

• The Scheduled Commitment Termination Date was extended to September 27, 2016.

In addition, the following fees were adjusted in accordance with Amendment No. 3:

• Applicable Margin: Will be 0.75% while no Event of Default exists and is continuing.

• Extension Fee: The Extension Fee is equal to the product of (i) 0.10% and (ii) the Facility Limit.

• Letter of Credit Fees: Monthly in arrears, on each Distribution Date, the Borrower shall pay to the Administrator, for the benefit of the LC Issuer, a letter of credit fee at a rate per annum equal to 0.80% (computed on the basis of a year of 360 days and the actual number of days elapsed) applied to the daily average face amount of Letters of Credit outstanding during such calendar month. In addition, the Borrower shall pay to the LC Issuer for its own account the LC Issuer's standard issuance, drawing, negotiation, amendment, assignment, and other administrative fees for each Letter of Credit as established by the LC Issuer from time to time.

This summary is qualified in its entirety by references to the terms of Amendment No. 3 attached hereto as Exhibit 10.1, which is incorporated herein by reference.

Item 2.03.Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

See Item 1.01 above, the provisions of which are incorporated herein by reference.

Item 9.01.Financial Statements and Exhibits.

(d) Exhibits

10.1 Amendment No. 3 to the Second Amended and Restated Loan Agreement dated September dated September 27, 2013 among G&K Services, Inc., as initial servicer, G&K Receivables Corp., as borrower, SunTrust Bank, as lender and LC issuer, and SunTrust Robinson Humphrey, Inc., as administrator.

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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.

Date: September 30, 2013	G&K SERVICES, INC. By: /s/ Jeffrey L. Cotter
	Name: Jeffrey L. Cotter
	Its: Vice President, General Counsel and Corporate Secretary

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EX-10.1

EXHIBIT 10.1

Amendment No. 3

Dated as of September 27, 2013

to

Second Amended and Restated Loan Agreement

Dated as of September 29, 2010

This Amendment No. 3 (this “Amendment”), dated as of September 27, 2013, to the Second Amended and Restated Loan Agreement, dated as of September 29, 2010 (as amended, supplemented, restated or otherwise modified from time to time, the “Loan Agreement”), is made by and among G&K Receivables Corp., a Minnesota corporation (“Borrower”), G&K Services, Inc., a Minnesota corporation, in its capacity as the initial servicer (in such capacity, together with its successors and permitted assigns in such capacity, “Servicer”), SunTrust Bank (together with its successors and permitted assigns, “Lender”), SunTrust Bank, a Georgia banking corporation, as letter of credit issuer (in such capacity, the “LC Issuer”) and SunTrust Robinson Humphrey, Inc., a Tennessee corporation, as agent and administrator for Lender (in such capacity, together with its successor and assigns in such capacity, “Administrator”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Loan Agreement.

Background

A.    The parties hereto have previously entered into and are currently parties to the Loan Agreement.

B.    The parties hereto desire to amend the Loan Agreement on the terms and subject to the conditions set forth herein.

Now, Therefore, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto, intending to be legally bound, agree as follows:

Section 1.Amendments to the Loan Agreement. Subject to the satisfaction of the conditions precedent set forth in Section 2 below, the Loan Agreement is hereby amended as follows:

(a)    The defined term “Commitment Termination Date” set forth in Section 1.1 of the Loan Agreement is hereby deleted in its entirety and replaced with the following:

“Commitment Termination Date” means the earliest to occur of (i) the Scheduled Commitment Termination Date, (ii) the date of any termination of the Lender's Commitment pursuant to Section 2.7 and (iii) the effective date on which the Lender's Commitment is terminated pursuant to Section 10.3.

(b)    The defined term “LC Sublimit” set forth in Section 1.1 of the Loan Agreement is hereby deleted in its entirety and replaced with the following:

“LC Sublimit” means, at any time, the lesser of (a) $40,000,000 and (b) the Facility Limit.

(c)    The defined term “Liquidity Termination Date” set forth in Section 1.1 of the Loan Agreement is hereby deleted in its entirety.

(d)    The defined term “Reserve Floor” set forth in Section 1.1 of the Loan Agreement is hereby deleted in its entirety and replaced with the following:

“Reserve Floor” means, for any Calculation Period, the greater of (a) 15% and (b) the sum of (i) 10% plus (ii) the product of (A) the Expected Short Dilution Ratio and (B) the Short Dilution Horizon Ratio, plus (iii) the product of (A) the Expected Long Dilution Ratio and (B) the Long Dilution Horizon Ratio.

(e)    The defined term “Scheduled Commitment Termination Date” set forth in Section 1.1 of the Loan Agreement is hereby deleted in its entirety and replaced with the following:

“Scheduled Commitment Termination Date” means September 27, 2016, as extended from time to time by mutual agreement of the parties hereto.

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(f)    Section 2.6 (Extension of Lender's Commitment) of the Loan Agreement is hereby deleted in its entirety and replaced with the following:

Section 2.6.Extension of Lender's Commitment. The Lender's Commitment shall terminate on the Commitment Termination Date. Notwithstanding the foregoing, not more than 60 days prior to the Scheduled Commitment Termination Date in effect from time to time, Borrower may request that Lender consent to extend the Scheduled Commitment Termination Date for a period not to exceed three (3) years. Administrator shall advise Borrower in writing whether each request made pursuant to the foregoing sentence has been granted within thirty (30) days after such request has been made and whether such consent is subject to satisfaction of any conditions precedent. If any such request is not granted within thirty (30) days after such request has been made, the Scheduled Commitment Termination Date shall remain unchanged. If any such request is granted within thirty (30) days after such request has been made, the Scheduled Commitment Termination Date shall be extended as provided in Administrator's written notice upon satisfaction of any conditions precedent specified therein (including, without limitation, payment of the Extension Fee).

(g)    Schedule 15.3 (Notice Addresses) of the Loan Agreement is hereby deleted in its entirety and replaced with Schedule 15.3 hereto.

Section 2.Conditions Precedent. This Amendment shall become effective and be deemed effective as of the date first written above (the “Amendment EffectiveDate”) upon the satisfaction of the following conditions precedent:

(a)    Administrator shall have received counterparts of this Amendment duly executed by each party hereto;

(b)    Administrator shall have received a fully executed Ninth Amended and Restated Fee Letter; and

(c)    Administrator shall have received the Extension Fee (as amended by the Ninth Amended and Restated Fee Letter).

Section 3.Reference to and Effect on the Loan Agreement. Upon the effectiveness of this Amendment, (i) Borrower and Servicer each hereby reaffirms all covenants, representations and warranties made by it in Loan Agreement to the extent the same are not amended hereby and agrees that all such covenants, representations and warranties shall be deemed to have been remade as of the Amendment Effective Date (except for those representations and warranties that are expressly made only as of a different date, which representations and warranties shall be correct as of the date made) and (ii) each reference in the Loan Agreement to “this Agreement,” “hereunder,” “hereof,” “herein” or words of like import shall mean and be, and any references to the Loan Agreement in any other document, instrument or agreement executed and/or delivered in connection therewith shall mean and be, a reference to the Loan Agreement as amended hereby.

Section 4.Expenses. Borrower hereby reaffirms its obligations under Section 15.4 of the Loan Agreement to pay all costs and expenses (including, without limitation, the reasonable fees and expenses of counsel) incurred by the LC Issuer, the Administrator, the Lender, each Liquidity Bank, each Credit Bank and Servicer in connection with the preparation, execution and delivery of this Amendment and the agreements and instruments related hereto.

Section 5.Effect. Except as otherwise amended by this Amendment, the Loan Agreement shall continue in full force and effect and is hereby ratified and confirmed.

Section 6.Severability. Any provision of this Amendment which is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions of this Amendment or affecting the validity or enforceability of such provision in any other jurisdiction.

Section 7.Governing Law. This Amendment shall be a contract made under and governed by the internal laws of the State of New York without regard to the conflict of law principles thereof (other than Section 5-1401 of the New York General Obligations Law) except to the extent that the laws of another jurisdiction govern the perfection, or the effect of perfection or nonperfection, of the security interests of Administrator, for the benefit of the Secured Parties.

Section 8.Counterparts. This Amendment may be executed by the parties hereto in several counterparts, each of which shall be deemed to be an original but all of which shall constitute together but one and the same agreement.

[Signatures follow]

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In Witness Whereof, the parties have caused this Amendment to be executed by their respective officers thereunto duly authorized as of the day and year first above written.

G&K Receivables Corp., as Borrower

By:/s/ Jeffrey L. Wright

Name: Jeffrey L. Wright

Title: EVP and CFO

G&K Services, Inc., as Initial Servicer

By:/s/ Jeffrey L. Wright

Name: Jeffrey L. Wright

Title: EVP and CFO

Signature Page

to

Amendment No. 3 to Second Amended and Restated Loan Agreement

SunTrust Bank, as Lender

By:/s/ Jason Meyer

Name: Jason Meyer

Title: First Vice President

Signature Page

to

Amendment No. 3 to Second Amended and Restated Loan Agreement

SunTrust Robinson Humphrey, Inc., as Administrator

By:/s/ Jason Meyer

Name: Jason Meyer

Title: Director

Signature Page

to

Amendment No. 3 to Second Amended and Restated Loan Agreement

SunTrust Bank, as LC Issuer

By:/s/ Jason Meyer

Name: Jason Meyer

Title: First Vice President

Signature Page

to

Amendment No. 3 to Second Amended and Restated Loan Agreement

Schedule 15.3

Notice Addresses

Borrower:

G&K Receivables Corp.

5995 Opus Parkway

Minnetonka, MN 55343

Attention: Shane Steffensen, Assistant Treasurer

Phone:952-912-5730

Fax:952-912-5950

Servicer:

G&K Services, Inc.

5995 Opus Parkway

Minnetonka, MN 55343

Attention: Shane Steffensen, Assistant Treasurer

Phone:952-912-5730

Fax:912-912-5950

Lender:

SunTrust Bank

MC GA-ATL-3950

3333 Peachtree Road, NE

10th Floor East

Atlanta, Georgia 30326

Attention: Agency Services

Phone:404-588-8450

Fax:404-495-2170

Email: agency.services@suntrust.com

Administrator:

SunTrust Robinson Humphrey, Inc.

MC GA-ATL-3950

3333 Peachtree Road, NE

10th Floor East

Atlanta, Georgia 30326

Attention: Michael Peden, Vice President

Phone:404-926-5499

Fax:404-926-5100

LC Issuer:

SunTrust Bank

International Operations/Standby LC Dept

16th Floor, 25 Park Place

Atlanta, GA 30303

Attention: Aimee Maier

Phone:404-532-0947

Fax:404-588-8129