-----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, CD+DvY+8uuU6FQRP0Zie2O0YkQHBt0Ts7a6IxnTF1eDlbBId0Z/19sPTzSYLElcN pY9yO3E0/e3Qiy8Y7oKCVw== 0001104659-07-076148.txt : 20071022 0001104659-07-076148.hdr.sgml : 20071022 20071022163400 ACCESSION NUMBER: 0001104659-07-076148 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20071003 ITEM INFORMATION: Entry into a Material Definitive Agreement FILED AS OF DATE: 20071022 DATE AS OF CHANGE: 20071022 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHEESECAKE FACTORY INC CENTRAL INDEX KEY: 0000887596 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 510340466 STATE OF INCORPORATION: DE FISCAL YEAR END: 0102 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20574 FILM NUMBER: 071183451 BUSINESS ADDRESS: STREET 1: 26901 MALIBU HILLS RD CITY: CALABASAS HILLS STATE: CA ZIP: 91301 BUSINESS PHONE: 818 871-8342 MAIL ADDRESS: STREET 1: 26901 MALIBU HILLS RD CITY: CALABASAS HILLS STATE: CA ZIP: 91301 FORMER COMPANY: FORMER CONFORMED NAME: CHEESECAKE FACTORY INCORPORATED DATE OF NAME CHANGE: 19930328 8-K 1 a07-27247_18k.htm 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):

October 3, 2007

 

 

THE CHEESECAKE FACTORY INCORPORATED

(Exact Name of Registrant as Specified in its Charter)

 

 

Delaware

(State or other jurisdiction of incorporation)

0-20574

(Commission File Number)

51-0340466

(IRS Employer Identification No.)

 

 

 

 

26901 Malibu Hills Road

Calabasas Hills, California 91301

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code:

(818) 871-3000

 

 

 

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 (see General Instruction A.2. below):

 

o  Written communications 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 240.14.d-2(b))

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

 

 



 

SECTION 1 — REGISTRANT’S BUSINESS AND OPERATIONS

 

ITEM 1.01         ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

 

As previously disclosed, The Cheesecake Factory Incorporated (the “Company”) entered into a five-year, $200 million, unsecured revolving credit facility, dated as of April 3, 2007 (the “Credit Facility”), by and among the Company and JPMorgan Chase Bank, as administrative agent, Bank of the West, as syndication agent, and Bank of America, Wells Fargo Bank and Rabobank Nederland, as documentation agents. In conjunction with the Credit Facility and also as previously disclosed, the Company entered into an interest collar agreement with JPMorgan Chase Bank, dated as of April 3, 2007 (the “First Interest Collar Agreement”), as a cash flow hedge against the LIBO Rate movements on a notional amount of $100 million of the Credit Facility.

 

The Company subsequently entered into a second interest collar agreement with JPMorgan Chase Bank, dated as of October 3, 2007 (the “Second Interest Collar Agreement”), as a cash flow hedge against the LIBO Rate movements on the remaining outstanding balance of the Credit Facility.  As with the First Interest Collar Agreement, the Second Interest Collar Agreement relates only to the LIBO Rate portion of the interest and not the Applicable Margin. The Second Interest Collar Agreement provides for the Company to pay interest for a period of four years and six months at a rate between 4.49% and 5.35% on a notional amount of $50 million while receiving interest for the same period at the LIBO Rate on the same notional amount. The Company expects that the interest rate collar will qualify as an effective cash flow hedge under Statement of Financial Accounting Standards No. 133, “Accounting for Derivative Instruments and Hedging Activities.”  As such, any changes in the fair value of the derivative are recorded in other comprehensive income on the consolidated balance sheets until earnings are affected by the variability of cash flows.

 

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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:       October 22, 2007      

THE CHEESECAKE FACTORY INCORPORATED

 

 

 

 

 

 

 

 

 

 

By:

/s/ MICHAEL J. DIXON

 

 

Michael J. Dixon

Senior Vice President and Chief Financial Officer

 

 

 

 

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