Unassociated Document
UNITED
STATES
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): July 15, 2010
GREAT
AMERICAN GROUP, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-54010
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27-0223495
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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21860
Burbank Boulevard, Suite 300 South
Woodland
Hills, California
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91367
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (818) 884-3737
(Former
name or former address, if changed since last report.)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
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Item
1.01. Entry into a Material Definitive Agreement.
On July
16, 2010, Great American Group WF, LLC (the “Borrower”), a subsidiary of Great
American Group, Inc. (the “Company”) entered into a Second Amendment to and
Extension of Credit Agreement and Omnibus Ratification of Loan Documents (the
“Credit Agreement Second Amendment”), dated as of July 16, 2010, with Wells
Fargo Retail Finance, LLC (“Wells Fargo”), as acknowledged and agreed to by
Great American Group, LLC, a subsidiary of the Company, and the Company, as
limited guarantors. Among other things, the Credit Agreement Second
Amendment extended the term of the Credit Agreement dated as of October 21,
2008, as amended by that certain First Amendment to Credit Agreement dated as of
August 27, 2009, by and between the Borrower and the Wells Fargo (the “Credit
Agreement”) for approximately three years until July 16, 2013 and increased the
revolving loan amount from $75,000,000 to $100,000,000. In
addition, under the Credit Agreement Second Amendment, the Base Rate for the
revolving loan amount was amended to the greatest of (1) the Wells Fargo prime
rate; (2) the LIBOR plus 1.00% and (3)
the Federal Funds Effective Rate plus
0.50%. Prior to the Credit Agreement Second Amendment, the Base Rate
was the Wells Fargo prime rate. In connection with the Credit
Agreement Second Amendment, the Company paid a renewal fee of
$250,000.
Item 2.03. Creation of a
Direct Financial Obligation or an Obligation Under an Off-Balance Sheet
Arrangement of a Registrant
The
information set forth under Item 1.01 is hereby incorporated by reference
into this Item 2.03.
Item
5.07. Submission of Matters to a Vote of Security Holders.
Great
American Group, Inc. (the "Company") held its Annual Meeting of Shareholders on
July 15, 2010. Set forth below are the final voting results for each of the
proposals submitted to a vote of the shareholders.
1.
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Election
of Directors:
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Votes
For
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Votes
Against
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Votes
Withheld
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Broker
Non-Votes
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Bryant
R. Riley
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23,055,225
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–
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19,641
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1,509,856
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Mark
D. Klein
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23,055,225
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19,641
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1,509,856
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2.
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Ratification
of the appointment of Marcum LLP as independent registered public
accounting firm for the fiscal year ending December 31,
2010:
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Votes
For
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Votes
Against
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Abstentions
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24,562,747
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8,508
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13,467
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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.
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July
21, 2010
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GREAT
AMERICAN GROUP, INC.
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By:
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/s/ Paul S. Erickson
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Name:
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Paul
S. Erickson
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Title:
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Chief
Financial Officer
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