Item 2.02.
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Results of Operations and Financial Condition.
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On June 9, 2020, J. Alexanders Holdings, Inc. (the Company) issued a press release announcing earnings results for the
Company and its subsidiaries for its fiscal first quarter ended March 29, 2020. A copy of the press release is being furnished as Exhibit 99.1.
The information in this Item 2.02 in this Current Report on Form 8-K, including Exhibit 99.1 hereto,
shall not be deemed filed for purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that section, and shall not be deemed to be
incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 2.03.
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Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
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On June 5, 2020, J. Alexanders,
LLC, an indirect subsidiary of the Company, entered into a Third Amended and Restated Loan Agreement with Pinnacle Bank (the Third Amended and Restated Loan Agreement), which provides for a $15,000,000 increase in the Revolving Line of
Credit from $1,000,000 to $16,000,000 as described below. The Third Amended and Restated Loan Agreement amends and restates in its entirety the Second Amended and Restated Loan Agreement, dated May 20, 2015, as amended, with Pinnacle Bank (the
Prior Loan Agreement).
The borrower under the Third Amended and Restated Loan Agreement is J. Alexanders, LLC, and it is guaranteed by
J. Alexanders Holdings, LLC and certain of its subsidiaries. The indebtedness outstanding under the Third Amended and Restated Loan Agreement is secured by liens on certain personal property of the Company and its subsidiaries, subsidiary
guarantees, and a mortgage lien on 17 of the Companys restaurant locations. The Third Amended and Restated Loan Agreement, among other things, permits payments of tax dividends to members, restricts liens and encumbrances, restricts dividends,
and contains certain other provisions customarily included in such agreements.
The Company currently has four separate notes under the Third Amended and
Restated Loan Agreement, all of which mature on September 3, 2021:
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A $16,000,000 revolving line of credit (Revolving Line of Credit).
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A $5,000,001 term loan.
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A $20,000,000 development line of credit.
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A $10,000,000 term loan.
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Under the Third Amended and Restated Loan Agreement, the Revolving Line of Credit includes an increase in $15,000,000 of capacity (the Additional
Capacity) over the $1,000,000 available under the Prior Loan Agreement, with such Additional Capacity being available for general corporate purposes, including working capital and letters of credit. Access to the Additional Capacity is
contingent upon the Company achieving certain minimum revenue amounts as set forth in the Third Amended and Restated Loan Agreement.
Pursuant to the
terms of the Third Amended and Restated Loan Agreement, the borrowings under the Revolving Line of Credit bear interest at 30-day LIBOR plus a margin of 2.50%, with a minimum LIBOR of 1.50%. Interest rates for
the remaining three notes remain unchanged.