HAMPSHIRE GROUP, LIMITED (OTCMKTS:HAMP) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01Entry into a Material Definitive Agreement.
See Further Amendment of Forbearance Agreement in Item 1.03
below.
Item 1.03Bankruptcy or
Receivership.
Chapter 11 Filings
On November 23, 2016, Hampshire Group, Limited (the Company) and
two of its subsidiaries (collectively, the Debtors) filed
voluntary petitions (the Bankruptcy Petitions) under chapter 11
of title 11 of the United States Code (the Bankruptcy Code) in
the United States Bankruptcy Court for the District of Delaware
(the Bankruptcy Court, and the filings therein, the Chapter 11
Filings). The Debtors are seeking Bankruptcy Court authorization
to jointly administer the chapter 11 cases (the Chapter 11 Cases)
under the caption In re: Hampshire Group, Limited, et al. Case
No. 16-12634. The Debtors will continue to manage their
properties and operate their businesses as debtors in possession
under the jurisdiction of the Bankruptcy Court and in accordance
with the applicable provisions of the Bankruptcy Code and the
orders of the Bankruptcy Court in order to complete an orderly
liquidation and wind-down of their businesses.
As a result of the Chapter 11 Filings, the Company cautions that
trading in its common stock during the pendency of the Chapter 11
Cases is highly speculative and poses substantial risks. Trading
prices for the common stock may bear little or no relationship to
the actual recovery, if any, by holders of common stock in the
Chapter 11 Cases.
Further Amendment of Forbearance Agreement
As previously reported, on August 12, 2016, the Company and
certain of its subsidiaries (collectively, the Borrowers) entered
into a Forbearance Agreement dated August 11, 2016 with Salus CLO
2012-1, Ltd. and Salus Capital Partners, LLC, as lenders
(collectively, Lenders or Salus), to which, among other things,
the Lenders agreed to forbear from exercising their rights under
the Credit Agreement with the Borrowers through a specified date
as a result of the passage of the maturity date of the Credit
Agreement and with respect to certain specified defaults.
On November 18, 2016, the Borrowers and the Lenders entered into
a further amendment of the Forbearance Agreement to which, among
other things, the Lenders extended the Forbearance Date to
January 7, 2017 provided that Borrowers are in compliance with
the terms of the Forbearance Agreement and Credit Agreement.
As a result of the Chapter 11 Cases, the forbearance period under
the Forbearance Agreement, as amended, terminated.
Item 2.02 Results of Operations and
Financial Condition.
In the Bankruptcy Petitions, the Company disclosed that as of
October 1, 2016, it had total assets of $25.9 million and total
liabilities of $41.8 million on a consolidated basis.
The information in this Item 2.02 is being furnished and shall
not be deemed filed for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the Exchange Act), nor shall it
be deemed incorporated by reference in filings under the
Securities Act of 1933, as amended (the Securities Act), or the
Exchange Act, except as shall be expressly set forth by specific
reference in such filing.
Item 7.01 Regulation FD Disclosure.
On November 25, 2016, the Company issued a press release
announcing that the Debtors had filed the Bankruptcy Petitions. A
copy of the press release is attached hereto as Exhibit 99.1 and
is incorporated herein by reference.
Forward-Looking Statements
In this report, all statements that are not purely historical
facts are forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. These forward-looking statements
often include words such as believe, expect, project, anticipate,
intend, plan, estimate, seek, will, may, would, should, could,
forecasts or similar expressions. These statements are not
guarantees of results, and actual results could differ materially
from those expressed in the forward-looking statements due to a
variety of important factors, both positive and negative, that
could cause material impacts on the Companys historical or
anticipated financial results. Although the Company believes that
in making any such forward-looking statement its expectations are
based on reasonable assumptions, any such forward-looking
statement involves uncertainties and is qualified in its entirety
by reference to the discussion of risk factors under Risk Factors
and the discussion under Managements Discussion and Analysis of
Financial Condition and Results of Operations in the Annual
Reports on Form 10-K and Quarterly Reports on Form 10-Q filed by
the Company and the following important factors, among others,
that could cause actual results to differ materially from those
projected in such forward-looking statements:
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the Debtors ability to obtain the approval of the |
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the effectiveness of the overall restructuring activities |
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the actions and decisions of creditors, regulators and |
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restrictions on the Debtors due to the terms of any |
New factors might emerge from time to time, and it is not
possible for the Company to predict all of them, nor can it
assess the impact of each such factor or the extent to which any
factor, or combination of factors, may cause results to differ
materially from those contained in any forward-looking statement.
The Company, therefore, cautions you against relying on these
forward-looking statements. All forward-looking statements
attributable to the Company or persons acting on its behalf are
expressly qualified in their entirety by the foregoing cautionary
statements. All such statements speak only as of the date made,
and the Company undertakes no obligation to update or revise
publicly any forward-looking statements, whether as a result of
new information, future events or otherwise.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. |
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Description |
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99.1 |
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Press Release of Hampshire Group, Limited dated November |
About HAMPSHIRE GROUP, LIMITED (OTCMKTS:HAMP)
Hampshire Group, Limited is a holding company engaged in the apparel business. The Company is a provider of fashion apparel across a range of product categories, channels of distribution and price points. It is engaged in supplying men’s branded and private label apparel to department stores and national chains throughout the United States. Its subsidiary, Hampshire Brands, Inc. (Hampshire Brands), designs and markets men’s sportswear to department stores, chain stores and mass-market retailers under licensed brands. It offers a full tops assortment under the Dockers brand and a full men’s assortment under its James Campbell brand. It oversees the design, production, sales and distribution of the Dockers brand for its men’s good category tops in the United States to chain and department stores. The woven and knit line includes button down shirts, polos, fleece tops and t-shirts. The Dockers brand also offers women’s tops and bottoms. HAMPSHIRE GROUP, LIMITED (OTCMKTS:HAMP) Recent Trading Information
HAMPSHIRE GROUP, LIMITED (OTCMKTS:HAMP) closed its last trading session down -0.00650 at 0.00750 with 9,754 shares trading hands.