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 22, 1998
GLENGATE APPAREL, INC.
(Exact name of registrant as specified in its charter)
New Jersey 33-72880 22-3266971
(State or other juris- (Commission File (I.R.S. Employer
ciction of incorporation) Number) Identification No.)
301 16th Street
Jersey City, New Jersey 07310
(Address of principal (Zip Code)
executive offices)
Registrant's telephone number, including area code: (908) 653-9100
ITEM 2:
On August 21, 1998, GlenGate Apparel, Inc. (the
"Company"), a New Jersey corporation, announced that it had agreed
with its primary lender to liquidate the Company's assets (as
described in the Company's Form 8-K dated August 25, 1998). On
October 21, 1998, the Company's primary lender, Milberg Factors,
Inc. ("MFI"), notified the Company that it intended to exercise its
rights pursuant to the terms of the documentation dated September
26, 1996 between the Company and MFI evidencing the Company's
financing arrangement with MFI, and its rights under the Uniform
Commercial Code to take possession of the Company's assets. On
October 22, 1998, the Company delivered possession of the Company's
assets to MFI. A copy of the letter of delivery is attached hereto
as Exhibit 99.1.
ITEM 7:
Exhibits
99.1 - Letter to Milberg Factors, Inc. dated October 22, 1998.
SIGNATURES
Pursuant to the requirements of the Securities Exchange
Act of 1934, the registrant has duly caused this Current Report to
be signed on its behalf by the undersigned hereunto duly
authorized.
GLENGATE APPAREL, INC.
October 29, 1998 By: /s/James C. Willcox
--------------------
James C. Willcox
Chairman of the Board
GLENGATE APPAREL, INC.
c/o Statco, Inc.
301 16th Street
Jersey City, New Jersey 07310
October 22, 1998
Milberg Factors, Inc.
99 Park Avenue
New York, New York 10016
Gentlemen:
Pursuant to the terms of a Security Agreement (Accounts
Receivable - Financing dated September 25, 1996, a Security
Interest in Inventory under Uniform Commercial Code Supplement to
Financing or Factoring Contract dated September 25, 1996, a
Security Agreement - Goods and Chattels dated September 25, 1996
and associated documents (all as amended, modified, restated or
supplemented from time to time), the undersigned is indebted to you
in the sum of approximately $1,685,000 plus interest and costs
secured by security interests in your favor in all personal
property, including without limitation all Borrower's receivables,
general intangibles, inventory, goods, machinery and equipment
(collectively, the "Collateral"), including without limitation the
inventory assets described in Schedule A annexed hereto and made a
part hereof (the "Conveyed Collateral"). Because of the inability
of the undersigned to pay its debts and obligations to you, as
demanded in your letter to the undersigned dated October 21, 1998,
the receipt of which is hereby acknowledged, the undersigned
herewith grants to you all rights of possession in and to the
aforesaid Conveyed Collateral of the undersigned to be disposed of,
as you, in your best discretion, deem advisable and for you to
credit the net proceeds resulting from any sale or other
disposition to the account of the undersigned with you. Any such
net proceeds remaining after application thereof to the
undersigned's indebtedness to you (together with interest and
costs) shall be remitted to the undersigned.
This letter also serves as an authorization to any employee of
the undersigned or any third party to grant you, and the
undersigned hereby grants you, full and complete access to any
premises where the Conveyed Collateral is located to allow you to
take possession of any such Conveyed Collateral in order to enforce
your rights against and collect the liability due to you from the
undersigned. In addition, you may designate a custodian who shall
have the right, among other things, to change the locks on all
gates and doors providing access to such premises or the Conveyed
Collateral.
The undersigned further acknowledges that it has defaulted in
the payment of its debts and obligations to you and hereby waives
and renounces all of its rights to notification under Section 9-504
of the Uniform Commercial Code as adopted in the State of New
Jersey ("UCC") as to the sale or other disposition by you of the
Conveyed Collateral and under Sections 9-505 and 9-506 of the UCC
regarding acceptance of collateral as discharge of the obligations
of the undersigned to you and waiver of the undersigned's right to
redeem collateral, respectively.
The undersigned knowingly and intelligently waives any rights
it may have to notice and a hearing before a court of competent
jurisdiction and consents to your entry on the premises where the
aforesaid Conveyed Collateral is located for the purposes set forth
herein.
Very truly yours,
GLENGATE APPAREL, INC.
By: /s/ Peter D. Culbertson
---------------------------
(Name) Peter D. Culbertson
(Title) President
