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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 and Exchange Act of 1934
Date of Report (Date of Earliest Event Reported):
May 3, 2000
FAMILY GOLF CENTERS, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 0-25098 11-3223246
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification
incorporation) No.)
538 Broadhollow Road
Melville, New York 11747
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(Address of principal executive offices)
Registrant's Telephone Number, including
area code: (631) 694-1666
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(Former Address, if changed since last report)
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Item 3. Bankruptcy or Receivership.
On May 4, 2000, Family Golf Centers, Inc. (together with its domestic
subsidiaries, the "Company") filed voluntary petitions for protection under
Chapter 11 of the Federal Bankruptcy Code in the U.S. Bankruptcy Court for the
Southern District of New York (the "Bankruptcy Court").
On May 9, 2000 an Interim Order was entered in the Bankruptcy Court
authorizing, among other things, the Company to obtain post-petition
debtor-in-possesion ("DIP") financing and authorizing the Company's utilization
of cash collateral. The Company obtained a commitment for a $15 million DIP
credit facility from The Chase Manhattan Bank, which facility is subject to the
entry of a Final Order by the Bankruptcy Court.
The foregoing disclosure is qualified in its entirety by reference to
the news releases issued by the Company on May 4, 2000 and May 8, 2000 and filed
herewith as Exhibits 99.1 and 99.2.
Item 5. Other Events.
On May 3, 2000, the Company announced that it has received notices of
default from its lenders under its $130 million credit facility and under its
loan agreement with Bank of America for the Company's failure to make its
monthly interest payments which were due on May 1, 2000. As a result of such
defaults, the lenders have accelerated the Company's obligations under such loan
agreements and, accordingly, all amounts outstanding were declared immediately
due and payable. In addition, the lenders under the Company's $130 million
credit facility notified the Company that it is prohibited from making any
payment to the holders of the Company's 5 3/4% Convertible Subordinated Notes.
Subsequently, on May 4, 2000 the Company filed voluntary petitions for
protection under Chapter 11 of the Federal Bankruptcy Code.
The foregoing disclosure is qualified in its entirety by reference to
the news release issued by the Company on May 3, 2000 and filed herewith as
Exhibit 99.3.
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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 hereunto duly authorized.
May 18, 2000
FAMILY GOLF CENTERS, INC.
By: /s/ Pamela S. Charles
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Pamela S. Charles,
Vice President and Secretary
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INDEX TO EXHIBITS
Exhibit Description
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99.1 News release issued by the Company on May 4, 2000.
99.2 News release issued by the Company on May 8, 2000.
99.3 News release issued by the Company on May 3, 2000.
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Exhibit 99.1
FAMILY GOLF CENTERS FILES VOLUNTARY PETITION UNDER CHAPTER 11 OF THE
BANKRUPTCY CODE
Melville, New York, May 4, 2000 - Family Golf Centers, Inc. (NASDAQ:NM FGCI)
announced today that it and all of its U.S. subsidiaries have filed voluntary
petitions with U.S. Bankruptcy Court for the Southern District of New York to
reorganize under chapter 11 of the U.S. Bankruptcy Code. The company's Canadian
subsidiaries are not part of the chapter 11 filing. At a hearing late today, the
bankruptcy judge, Stuart Bernstein, authorized the interim use of cash
collateral by the company. A hearing to consider a $15 million
debtor-in-possession ("DIP") credit facility is scheduled for tomorrow morning.
Family Golf Centers is an operator of golf centers in North America. The
company's golf centers provide a wide variety of practice and play
opportunities, including facilities for driving, chipping, putting, pitching and
sand play and typically offer full-line pro shops, golf lessons and other
amenities such as miniature golf and snack bars. The company also operates
sports and family entertainment facilities, including ice rinks and Family
Sports Supercenters. Currently, the company owns, operates and has under
construction 111 golf facilities and 19 ice rink and family entertainment
facilities in 23 states and three Canadian provinces.
The matters discussed in this news release may be considered "forward-looking"
statements within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended.
Prospective investors are cautioned that any such forward-looking statements are
not guarantees of future performance and involve a number of risks and
uncertainties including those as described in Family Golf Centers, Inc.'s 10K
for the year ended December 31, 1999; actual results could differ materially
from those indicated by such forward-looking statements.
CONTACT: Family Golf Centers, Inc., Melville
Krishnan P. Thampi, President and
Chief Operating Officer or
Jack Caliolo, Chief Financial Officer
631/694-1666
[email protected]
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Exhibit 99.2
FAMILY GOLF CENTERS SECURES COMMITMENT FOR $15 MILLION IN DEBTOR-IN-POSSESSION
FINANCING
Melville, New York, May 8, 2000 - Family Golf Centers, Inc. (NASDAQ:NM FGCI)
announced today that it has obtained a commitment for a $15 million
debtor-in-possession ("DIP") credit facility from its existing working capital
lender, Chase Manhattan Bank, subject to the entry of an interim order by the
bankruptcy court. The company said that it believes that the DIP facility would
ensure that it has the capital necessary to continue normal, day to day
operations including the delivery of post-petition goods and services.
The company said that given the amount of liquidity that will be available under
the DIP facility, the company believes that the chapter 11 filing should have
little impact on customers and employees. The company has received the court's
approval to pay employee salaries, wages and benefits without interruption.
Dominic Chang, Chairman and CEO said "Our decision to file for bankruptcy
protection has been a difficult one. Operating under chapter 11 protection
should afford us the time to restructure our heavy debt load. The $15 million
DIP financing gives us the funding we need to restock our pro-shops with
merchandise and purchase new range balls and mats in time for our peak golf
season. We are hopeful that we will emerge from this reorganization as a
healthier albeit smaller company."
Family Golf Centers is an operator of golf centers in North America. The
company's golf centers provide a wide variety of practice and play
opportunities, including facilities for driving, chipping, putting, pitching and
sand play and typically offer full-line pro shops, golf lessons and other
amenities such as miniature golf and snack bars. The company also operates
sports and family entertainment facilities, including ice rinks and Family
Sports Supercenters. Currently, the company owns, operates and has under
construction 111 golf facilities and 19 ice rink and family entertainment
facilities in 23 states and three Canadian provinces.
CONTACT: Family Golf Centers, Inc., Melville
Krishnan P. Thampi, President and
Chief Operating Officer or
Jack Caliolo, Chief Financial Officer
631/694-1666
[email protected]
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Exhibit 99.3
FAMILY GOLF CENTERS RECEIVES NOTICES OF DEFAULT
Melville, New York, May 3, 2000 - Family Golf Centers, Inc. (NASDAQ:NM FGCI)
announced today that it has received notices of default from its lenders under
its $130 million credit facility and under its Bank of America loan agreement
for the company's failure to make its monthly interest payments which were due
on May 1, 2000. As a result of such defaults, the lenders have accelerated the
company's obligations under such loan agreements and, accordingly, all amounts
outstanding are now immediately due and payable. In addition, the lenders under
the company's $130 million credit facility have notified the company that it is
prohibited from making any payment to the holders of the company's 5 3/4
convertible subordinated notes. In light of these defaults, the company is
exploring its alternatives, including, among other things, seeking protection
under Chapter 11 of the U.S. Bankruptcy Code.
CONTACT: Family Golf Centers
Krishnan P. Thampi, President and
Chief Operating Officer
Jack Caliolo, Chief Financial Officer
516/694-1666 - Telephone
[email protected]
