8-K 1 form8k042309.htm FORM 8K 042309 AMENDMENT #9 TO CREDIT AGMT form8k042309.htm




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

Date of Report (Date of earliest event reported):  April 17, 2009
 
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SELECT COMFORT CORPORATION
(Exact name of registrant as specified in its charter)
 
Minnesota
(State or other jurisdiction of incorporation or organization)
 
0-25121
41-1597886
(Commission File No.)
(IRS Employer Identification No.)

9800 59th Avenue North, Minneapolis, Minnesota 55442
(Address of principal executive offices)          (Zip Code)

(763) 551-7000
(Registrant’s telephone number, including area code)

Not applicable
(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 (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))

 
 

 

ITEM 1.01.  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
 
Amendment No. 9 to Credit Agreement
 
Effective as of April 17, 2009, Select Comfort Corporation entered into Amendment No. 9 (“Amendment No. 9”) to our existing Credit Agreement dated as of June 9, 2006, as previously amended, including most recently as of February 28, 2009 (the “Credit Agreement”).  The parties to Amendment No. 9 are Select Comfort Corporation, Select Comfort Retail Corporation, JPMorgan Chase Bank, National Association, as Administrative Agent and as Collateral Agent, Bank of America, N.A., as Syndication Agent, and JPMorgan Chase Bank, National Association, Bank of America, N.A., Citicorp USA, Inc., Wells Fargo Bank, National Association and Branch Banking and Trust Co., as Lenders.
 
Pursuant to Amendment No. 9, the Collateral Agent transferred approximately $23 million in company funds (previously held in a cash collateral account) to reduce the outstanding balance under the Credit Agreement.  In addition, the Lenders maintained their aggregate commitment at $85 million and added an availability covenant that caps the amount outstanding under the Credit Agreement at the aggregate commitment less $18 million (or a net aggregate availability of $67 million).  The net effect of the foregoing was to reduce outstanding debt by $23 million and provide approximately $5 million in additional availability to the company following the amendment versus the amount effectively available to the company prior to the amendment.
 
Also pursuant to Amendment No. 9, the Lenders waived compliance, through May 8, 2009, with (a) the Minimum Interest Coverage Ratio covenant for the fiscal periods ending on or about December 31, 2008 through March 31, 2009, (b) the Maximum Leverage Ratio covenant for the fiscal period ended on or about March 31, 2009, (c) the EBITDA covenant for the fiscal period ending on or about December 31, 2008, and (d) the requirement under Section 5.01(a) of the Credit Agreement that the company deliver its audit for fiscal year 2008 without a going concern qualification or exception.  The company remains in discussions with the Lenders under the Credit Agreement to seek a more permanent solution to meet the company’s liquidity requirements.
 
The aforementioned description of Amendment No. 9 is qualified in its entirety by reference to the complete terms of Amendment No. 9, a copy of which is included as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
 
ITEM 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.
 
(d) Exhibits.
 
10.1           Amendment No. 9 to Credit Agreement, dated as of April 17, 2009.
 

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SIGNATURE
 
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.
 


 
SELECT COMFORT CORPORATION
 
(Registrant)
   
   
Dated:  April 23, 2009
By:  signature
 
Title:    Senior Vice President


 

 

EXHIBIT INDEX


Exhibit No.                            Description                                                                                                

 
10.1  
Amendment No. 9 to Credit Agreement, dated as of April 17, 2009.