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 AND EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) June 27, 1995
GOTTSCHALKS INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 1-09100 77-0159791
(State or Other Jurisdiction (Commission (IRS Employer
Of Incorporation) File Number) Identification No.)
7 River Park Place East, Fresno, California, 93720
(Address of Principal Executive Offices) (Zip Code)
Registrant s telephone number, including area code (209) 434-8000
(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events
On June 19, 1995, after the Company successfully obtained a
judgement to expunge the plaintiffs action for lis pendens on
certain of its properties, the Company reached an agreement to
settle the lawsuit filed by UML Financial Corporation and M.J.M and
Associates, Inc. for $18,400. Pursuant to the settlement agreement
executed between the parties, the entire action was dismissed with
prejudice on June 27, 1995. The lawsuit, filed in California
Superior Court for the County of Fresno, (UML Financial Corporation
and M.J.M. and Associates, Inc. v. Gottschalks Inc., et al., Case
No. 514020 7), is described more fully in the section entitled
"Legal Proceedings" in the Company's Annual Report on Form 10-K for
the year ended January 28, 1995, and Part II, Item 1, of its
Quarterly Report on Form 10-Q for the quarter ended April 29, 1995.
On June 29, 1995, the Company finalized the sale and leaseback of
its department store located in Capitola, California. The $11.6
million net proceeds received from the transaction were used first
to repay $8.0 million of the outstanding balance of the Company's
long-term loan with Wells Fargo Bank, N.A. ("Wells Fargo"). The
remaining $3.6 million proceeds received were used to reduce
outstanding borrowings under the Company's revolving line of credit
arrangement with Shawmut Capital Corporation.
On July 3, 1995, Wells Fargo also agreed to revise certain terms of
its long-term loan to the Company which had an outstanding balance
of $10.1 million as of that date. The long-term loan, as revised,
provides for interest on the outstanding principal balance to be
charged at a fixed rate of 11.0% and the maturity date of the loan
to be extended to February 5, 1997. Prior to such revisions,
interest on the outstanding principal balance of the long-term loan
was to be charged at rates ranging from 11.0% to 12.0% through the
maturity of the loan on June 30, 1996. There were no other
significant revisions to the provisions of the arrangement.
Item 7. Financial Statements and Exhibits
(c) Exhibits
10.41 Amendment dated July 3, 1995 to 1994 Amended
and Restated Credit Agreement dated as of March
30, 1994, as amended, by and between
Gottschalks Inc. and Wells Fargo Bank, N.A.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
GOTTSCHALKS INC.
Date: July 12, 1995 By: /s/ Joseph W. Levy
Name: Joseph W. Levy
Title: Chairman and
Chief Executive Officer
July 3, 1995
Mr. Alan A. Weinstein
Gottschalks Inc.
7 River Park Place East
Fresno, California, 93729
Dear Alan:
Wells Fargo Bank, National Association ( Bank is pleased to provided to
Gottschalks Inc. ( Borrower ) a proposal to extend the credit accommodation
described below in the maximum principal amount of Ten Million, Sixty-Three
Thousand, Four Hundred Thirty-Nine and no/100 ($10,063,439.00) on the following
terms and conditions, so long as there has been no material adverse change in
Borrower s financial condition, as determined by Bank:
FACILITY:
Type of Credit: Existing Term Loan
Current Balance: $10,063,439.00
Interest Rate: Fixed at 11.0%
Fees: $12,579.00 due upon acceptance.
An additional 1% fee will be assessed on the
outstanding loan balance as of June 30, 1996.
Repayment: Monthly principal and interest payments of
$192,710.12. Balance due at maturity.
Maturity: New maturity of February 5, 1997. Extended
from original maturity date of June 30, 1996.
Collateral: Secured by Deeds of Trust of first and second
priority, and a second priority UCC filings on
personal property assets.
These credit accommodations are made available subject to the terms,
conditions and provisions of comprehensive loan documents to be executed
by Borrower, including without limitation a loan agreement all in form and
substance satisfactory to Bank and all of which shall be executed prior to
July 30, 1995. This proposal is personal to Borrower and may not be
transferred or assigned to any person or entity without the prior written
consent of Bank. Unless accepted or terminated, this proposal will expire on
July, 15, 1995.
Sincerely,
WELLS FARGO BANK,
NATIONAL ASSOCIATION
/s/ Brian C. Santos
Vice President
Acknowledged and Accepted as of 7/5/95 :
Mr. Alan Weinstein
/s/ Alan Weinstein, SVP/CFO
Gottschalks Inc.
