Form 8-K

ANN INC.

/s/ Michael J. Nicholson

Michael J. Nicholson

Date: December 20, 2012

Executive Vice President, Chief Operating Officer, Chief Financial Officer, and Treasurer

0001193125-12-510335.txt : 20121220 0001193125-12-510335.hdr.sgml : 20121220 20121220161023 ACCESSION NUMBER: 0001193125-12-510335 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121219 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant FILED AS OF DATE: 20121220 DATE AS OF CHANGE: 20121220 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANN INC. CENTRAL INDEX KEY: 0000874214 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-WOMEN'S CLOTHING STORES [5621] IRS NUMBER: 133499319 STATE OF INCORPORATION: DE FISCAL YEAR END: 0129 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10738 FILM NUMBER: 121277420 BUSINESS ADDRESS: STREET 1: 7 TIMES SQUARE STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2125413300 MAIL ADDRESS: STREET 1: 7 TIMES SQUARE STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: ANNTAYLOR STORES CORP DATE OF NAME CHANGE: 20040920 FORMER COMPANY: FORMER CONFORMED NAME: TAYLOR ANN STORES CORP DATE OF NAME CHANGE: 19960221 8-K 1 d455841d8k.htm FORM 8-K Form 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

Date of Report (Date of earliest event reported): December 19, 2012

ANN INC.

(Exact name of registrant as specified in its charter)

Delaware

1-10738

13-3499319

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

7 Times Square

New York, New York 10036

(Address, including Zip Code, of Registrant’s Principal Executive Offices)

(212) 541-3300

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Names or Former Addresses, 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):

¨	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.

On December 19, 2012, certain subsidiaries (the “Borrowers”) of ANN INC. (the “Company”) entered into a Fourth Amended and Restated Credit Agreement with Bank of America, N.A. as Administrative Agent and Collateral Agent, JPMorgan Chase Bank, N.A. as Syndication Agent, Wells Fargo Bank, National Association as Documentation Agent and the other lenders party thereto (the “New Facility”). The New Facility, which matures on December 19, 2017, replaces and renews on more favorable terms the prior $250.0 million facility, which was scheduled to expire in April 2013, and also provides for an increase of up to $150.0 million at the Borrowers’ election, subject to obtaining commitments totaling such requested increase amount. The obligations of the Borrowers under the New Facility are guaranteed by the Company. The New Facility is secured by a first priority perfected security interest primarily in accounts receivable and inventory.

The New Facility was syndicated with a total of six participating banks and will be used primarily for working capital, letters of credit and other corporate purposes. Borrowings under the New Facility will bear interest at the Base Rate, Canadian Prime Rate, LIBOR Rate or Canadian BA Rate plus the Applicable Margin (as such terms are defined in the New Facility). The New Facility also contains representations, warranties, covenants, and other terms and conditions that are customary for an agreement of this nature and that are generally consistent with the prior facility.

Item 2.03

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

The disclosure required by this item is included in “Item 1.01. Entry into a Material Definitive Agreement,” which is incorporated by reference.

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.