a6181472.htm
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 12, 2010
Conn’s,
Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
(State
or other jurisdiction of
incorporation)
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000-50421
(Commission
File Number)
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06-1672840
(IRS
Employer Identification No.)
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3295
College Street
Beaumont,
Texas
(Address
of principal executive offices)
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77701
(Zip
Code)
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Registrant’s
telephone number, including area code: (409) 832-1696
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:
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
240.14d-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 February 12, 2010, Conn’s, Inc. (the
“Company”), entered a “First Amendment to Loan and
Security Agreement”, with Bank of America, N.A., a national banking
association, individually as a “Lender”, and as the administrative agent for the
Lenders party to the Loan and Security Agreement, effective January 30, 2010,
amending and modifying its Loan and Security Agreement dated as of August 14,
2008, by moving the calculation date for certain covenants from January 31,
2010, or the last Fiscal Quarter for the Company’s fiscal year 2010, to February
28, 2010, and, where applicable, providing that applicable covenant calculations
shall be for the trailing twelve month period ending February 28,
2010.
On February 12, 2010, Conn Funding II,
L.P., a qualified special purpose entity of the Company, entered an “Amendment No. 3 to Second
Amended and Restated Note Purchase Agreement”, effective January 30,
2010, with Three Pillars Funding LLC, JPMorgan Chase Bank, N.A., Park Avenue
Receivables Company, LLC and SunTrust Robinson Humphrey, Inc., amending and
modifying the Second Amended and Restated Note Purchase Agreement dated August
14, 2008, by (i) moving the calculation date for certain covenants from January
31, 2010, or the last Fiscal Quarter for the Company’s fiscal year 2010, to
February 28, 2010, and, where applicable, providing that applicable covenant
calculations shall be for the trailing twelve month period ending February 28,
2010, and (ii) agreeing to further modify and amend (the “Restructuring
Amendments”) the Note Purchase Agreement and certain other of the Transaction
Documents, including without limitation, as applicable, the Series Supplement,
the Servicing Agreement and the Back-Up Servicing Agreement (as defined in the
Base Indenture) on or before March 5, 2010. The Amendment No. 3 to Second
Amended and Restated Note Purchase Agreement also provides that, in the
event the Restructuring Amendments are not executed effective on or before March
5, 2010, such failure will constitute a “Series 2002-A Payout Event” as defined
in the Series Supplement.
| Item
9.01 |
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Financial
Statements and Exhibits. |
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| (c) |
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Exhibits |
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Exhibit
Number
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Exhibit Title
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10.1
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First
Amendment to Loan and Security Agreement
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10.2
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Amendment
No. 3 to Second Amended and Restated Note Purchase
Agreement
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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.
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CONN’S,
INC.
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Date: February
16, 2010
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By: /s/ Michael J.
Poppe _______
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Name:
Michael J. Poppe
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Title:
Chief Financial
Officer
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