RUBY TUESDAY, INC. (NYSE:RT) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 ENTRY INTO A DEFINITIVE MATERIAL
AGREEMENT
Senior Credit Facility Waiver
On December 31, 2016, Ruby Tuesday, Inc. (the Company) entered
into a waiver (the Senior Credit Facility Waiver) relating to its
previously-disclosed four-year revolving credit agreement with
Bank of America, N.A., as Administrative Agent; Wells Fargo,
National Association; and Regions Bank (the Senior Credit
Facility). The description of the Senior Credit Facility set
forth under Item 1.01 in the Companys Current Report on Form 8-K
dated December 3, 2013 (the 2013 8-K) is incorporated by
reference herein.
While negotiations to amend the Senior Credit Facility are
ongoing, the Administrative Agent and the lenders under the
Senior Credit Facility have granted the Company a limited waiver
relating to the covenant requiring the Company to maintain a
consolidated fixed charge coverage ratio of not less than
1.65:1.00. As of November 29, 2016, the Company was not in
compliance with this covenant. There are no assurances that the
lenders under the Senior Credit Facility will waive any future
covenant violations of, or agree to any amendments to, the Senior
Credit Facility.
The Senior Credit Facility Waiver is effective from December 31,
2016 until the earliest to occur of (i) certain defaults or
events of default under the Senior Credit Facility, (ii) the
breach of any obligation or covenant under the Senior Credit
Facility Waiver, (iii) the exercise of any default remedies by
the holders of certain other indebtedness of the Company, and
(iv) January 31, 2017. Among other things, the Senior Credit
Facility Waiver restricts the ability of the Company to make
certain acquisitions and investments, and reduces the amount the
Company may borrow to the revolving loan commitment under the
Senior Credit Facility from $50.0 million (including a $25.0
million sublimit for standby letters of credit), to $16.1 million
through January 31, 2017. As of the date hereof, the Company has
no amounts drawn under the revolving loan commitment under the
Senior Credit Facility, and has $11.1 million drawn under standby
letters of credit under the Senior Credit Facility.
Mortgage Loan Waiver
On December 30, 2016, the Company entered into a waiver (the
Mortgage Loan Waiver) relating to certain of itsmortgage loan
obligations (the Loan Documents) with First Tennessee Bank, N.A.,
as lender. While negotiations to amend the Loan Documents are
ongoing, the Mortgage Loan Waiver grants the Company a limited
waiver relating to compliance with the covenant in the Loan
Documents requiring the Company to maintain a minimum
consolidated fixed charge coverage ratio of not less than
1.65:1.00. As of November 29, 2016, the Company was not in
compliance with this covenant. There are no assurances that the
lenders under the Loan Documents will waive any future covenant
violations of, or agree to any amendments to, the Loan Documents.
The Mortgage Loan Waiver is effective from December 31, 2016
until the earliest to occur of (i) certain defaults or events of
default under the Loan Documents and (ii) January 31, 2017. As of
November 29, 2016, the Company had $14.8 million in mortgage loan
obligations outstanding.
The foregoing descriptions of the Senior Credit Facility Waiver
and the Mortgage Loan Waiver are summaries only, and are
qualified in their entirety by reference to the complete text of
the Senior Credit Facility Waiver and the Mortgage Loan Waiver,
copies of which are attached as Exhibits 10.1 and 10.2,
respectively, to this Current Report on Form 8-K and incorporated
herein by reference.
Item 9.01
FINANCIALSTATEMENTSANDEXHIBITS
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| 10.1 | Senior Credit Facility Waiver, dated as of December 31, 2016. |
| 10.2 | Mortgage Loan Waiver, dated as of December 30, 2016. |
About RUBY TUESDAY, INC. (NYSE:RT)
Ruby Tuesday, Inc. owns and operates Ruby Tuesday casual dining and Lime Fresh Mexican Grill (Lime Fresh) casual restaurants. The Company also franchises the Ruby Tuesday concept in selected domestic and international markets, and the Lime Fresh concept in selected domestic markets. Its segments include Ruby Tuesday concept and Lime Fresh concept. As of March 1, 2016, the Company operated 729 Ruby Tuesday restaurants in 44 states, 13 foreign countries, and Guam, and there were 16 Lime Fresh restaurants in two states. Of those restaurants, it owned and operated approximately 649 Ruby Tuesday restaurants and franchised over 80 Ruby Tuesday restaurants, which consisted of 28 domestic and 52 international restaurants. It also owned and operated over eight Lime Fresh restaurants and franchised eight Lime Fresh domestic restaurants. The Company’s corporate-owned and operated restaurants are concentrated primarily in the Southeast, Northeast, Mid-Atlantic and Midwest of the United States. RUBY TUESDAY, INC. (NYSE:RT) Recent Trading Information
RUBY TUESDAY, INC. (NYSE:RT) closed its last trading session down -0.06 at 3.23 with 290,445 shares trading hands.
