-----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, FZoKE4I3Ia6Aw8BXIwo05vg0l7aJbIY8OwELn6Pc4+jk+8yc4u0PHn/1pta9R4mN BSpnEIMVYpAFXlFSd+J6XA== 0000950137-05-001934.txt : 20050217 0000950137-05-001934.hdr.sgml : 20050217 20050217165027 ACCESSION NUMBER: 0000950137-05-001934 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050216 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050217 DATE AS OF CHANGE: 20050217 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENESCO GROUP INC CENTRAL INDEX KEY: 0000093542 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MISCELLANEOUS NONDURABLE GOODS [5190] IRS NUMBER: 041864170 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09267 FILM NUMBER: 05624708 BUSINESS ADDRESS: STREET 1: 225 WINDSOR DR. CITY: ITASCA STATE: IL ZIP: 60143 BUSINESS PHONE: 6308755300 MAIL ADDRESS: STREET 1: 225 WINDSOR DR. CITY: ITASCA STATE: IL ZIP: 60143 FORMER COMPANY: FORMER CONFORMED NAME: STANHOME INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: STANLEY HOME PRODUCTS INC DATE OF NAME CHANGE: 19820513 8-K 1 c92351e8vk.txt CURRENT REPORT 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) February 16, 2005 ------------------------------ Enesco Group, Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Illinois 0-1349 04-1864170 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 225 Windsor Drive, Itasca, IL 60143 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (630) 875-5300 ----------------------------- - -------------------------------------------------------------------------------- (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): [ ] 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 MATERIAL DEFINITIVE AGREEMENTS On February 16, 2005, the Company entered into an amendment with Fleet National Bank and LaSalle Bank N.A. to its U.S. credit facility extending until February 28, 2005, as the date by which certain landlord waivers must be obtained. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS Exhibit Description ------- ----------- Exhibit 10 Letter Amendment to Fifth Amendment to Second Amended and Restated Revolving Credit Agreement among Enesco Group, Inc., Fleet National Bank and LaSalle Bank N.A. 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. Enesco Group, Inc. ----------------------------------- (Registrant) Date February 17, 2005 By: /s/ Cynthia Passmore-McLaughlin ------------------- -------------------------------- Cynthia Passmore-McLaughlin, President and CEO EX-10 2 c92351exv10.txt LETTER AMENDMENT EXHIBIT 10 As of February 16, 2005 Enesco Group, Inc. 225 Windsor Drive Itasca, IL 60143-1225 Attention: Charles E. Sanders Dear Chuck: Reference is made to that certain Fifth Amendment to Second Amended and Restated Senior Revolving Credit Agreement dated as of January 28, 2005 (the "Credit Agreement") by and among you, the Borrowing Subsidiaries that may from time to time become a party to the Second Amended and Restated Senior Revolving Credit Agreement, the Lenders, and Agent. All capitalized terms used herein and not otherwise defined herein, shall have their meanings as defined in the Credit Agreement. You have requested the Lenders to, and the Lenders have agreed to, delete the reference to "ten days" which appears in clause (iii) (B) of the definition of "Eligible Inventory" in Article I of the Credit Agreement and replace it with "31 days". This agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts (without regard to its conflicts of laws or choice of law principles). This agreement may be executed in any number of counterparts, all of which taken together shall constitute one agreement, and any of the parties thereto may execute this amendment by signing any such counterpart. A facsimile of an executed counterpart shall have the same effect as the original executed counterpart. Please confirm that the foregoing sets forth the entire agreement among the parties hereto with respect to the matters set forth herein by signing and returning this letter to the attention of the undersigned. You should retain a copy of this letter for your records. Until such time as a fully executed original of this letter is received by the undersigned, the agreements herein shall be of no force or effect. Except as expressly amended herein, the Credit Agreement shall remain in full force and effect. Very truly yours, FLEET NATIONAL BANK By /s/ C. Christopher Smith ------------------------------------- C. Christopher Smith Its Senior Vice President LASALLE BANK NATIONAL ASSOCIATION By /s/ Hollis J. Griffin ------------------------------------- Hollis J. Griffin Its First Vice President Reviewed and Agreed to: ENESCO GROUP, INC. By: /s/ Paula E. Manley ------------------------------------ Name: Paula E. Manley Title: Chief Financial Officer By: /s/ Charles E. Sanders ------------------------------------ Name: Charles E. Sanders Title: Treasurer ENESCO INTERNATIONAL LTD. By: /s/ Charles E. Sanders ------------------------------------ Name: Charles E. Sanders Title: Treasurer ENESCO INTERNATIONAL (H.K.) LIMITED By: /s/ Charles E. Sanders ------------------------------------ Name: Charles E. Sanders Title: Director GREGG MANUFACTURING, INC. By: /s/ Charles E. Sanders ------------------------------------ Name: Charles E. Sanders Title: Treasurer -----END PRIVACY-ENHANCED MESSAGE-----