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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
March 6, 1997
Date of Report (Date of earliest event reported)
ODD'S-N-END'S, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-19908 16-1205515
(State or other (Commission File Number) (IRS Employer
jurisdiction of Identification No.)
incorporation)
5000 Winnetka Avenue North
New Hope, Minnesota 55428
(Address of principal executive offices)
(612) 533-1169
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
On March 6, 1997, Universal International, Inc. ("Universal") issued a
press release relating to the technical default of several covenants under its
loan agreement with BankAmerica Business Credit, Inc. (the "Lender") relating to
(i) a minimum net worth covenant, (ii) a requirement to obtain a commitment
letter by February 28, 1997 from another lender for refinancing of the current
loan and (iii) certain other provisions relating to miscellaneous reporting
requirements. A copy of the press release is attached as Exhibit 99.1.
Universal owns 40.5% of the outstanding common stock of the Company and has been
a source of financing for the Company pursuant to a $5 million revolving credit
facility that is permitted by the Lender under the loan agreement. The loan
agreement with the Lender terminates on March 31, 1997. Universal is actively
seeking alternative financing. If Universal is unable to obtain financing from
another source within the next few months, there could be a material adverse
effect on the Company and its operations.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Filed herewith are the following exhibits:
99.1 Press release dated March 6, 1997
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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 thereunto duly authorized.
ODD'S-N-END'S, INC.
(Registrant)
Dated: March 12, 1997 By /s/ James A. Patineau
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James A. Patineau
Its Chief Financial Officer
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Ex 99.1
FOR IMMEDIATE RELEASE
UNIVERSAL INTERNATIONAL, INC. ANNOUNCES THE TECHNICAL DEFAULT OF ITS LOAN
AGREEMENT
(Minneapolis, MN) March 6, 1997 - Universal International, Inc. (the "Company")
announced today that it is in technical default of several provisions of its
loan agreement with BankAmerica Business Credit, Inc. ("Lender"). The
provisions that the Company is in technical default of include: a minimum net
worth covenant as of December 31, 1996 and continuing through the current date;
a requirement to obtain a commitment letter from another lender for refinancing
of the current loan agreement on or before February 28, 1997; and certain other
provisions related to miscellaneous reporting requirements. Although the Lender
has declared the Company in default of these provisions of the loan agreement,
the Lender is currently allowing the Company to remain in violation of these
provisions while the Company seeks new financing.
As a result of the technical defaults, the Lender has elected to reduce the
credit line from $16,000,000 to $12,500,000 and increase the interest rate on
the loan from prime plus 1 1/2% to prime plus 3 1/2%.
The loan agreement with the Lender expires March 31, 1997 and is subject to
monthly renewals unless the loan agreement is terminated by either the Company
or Lender with ten day written notice prior to the end of March 31, 1997, or the
end of any monthly renewal terms. The Lender may also terminate the loan
agreement without notice upon an event of default.
The Company, at the end of last week, had been in the process of documenting a
new loan which ultimately did not close. The Company's primary objective now is
to secure and close on a new credit line within the next 90 days. In order to
minimize the impact of the reduction in the current credit line over the next 90
days, the Company is in the process of reducing its overall inventory position.
If the Company is not able to obtain financing from another lender within the
next few months there could be a material adverse effect on the Company and its
operations.
Universal International, Inc. buys and sells quality "close-out" merchandise in
both its wholesale business and its Only Deals and Odd's-N-End's retail store
chains. Through its subsidiary, Universal Asset-Based Services, Inc., it also
provides inventory valuation and liquidation services. Universal International,
Inc.'s shares are traded on The NASDAQ Stock Market under the symbol UNIV.
