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): JUNE 19, 2005
MOVADO GROUP, INC.
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(Exact Name of Registrant as Specified in Charter)
NEW YORK
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(State or Other Jurisdiction of Incorporation)
1-16497 13-2595932
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(Commission File Number) (IRS Employer Identification Number)
650 FROM ROAD
PARAMUS, NEW JERSEY 07652
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (201) 267-8000
NOT APPLICABLE
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(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 (SEE General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On June 19, 2005, Movado Group, Inc. (the "Company") executed a
line of credit letter agreement with Bank of America (the "Bank") and a
promissory note in the principal amount of up to $12,000,000 payable to the
Bank.
Pursuant to the line of credit letter agreement, the Bank will
consider requests for short-term loans and documentary letters of credit for the
importation of merchandise inventory, the aggregate amount of which at any time
outstanding shall not exceed $12,000,000. The agreement prohibits the Company
from granting a security interest in any of its accounts receivable. The
Company's obligations under the agreement are guaranteed by its subsidiaries,
Movado Retail Group, Inc. and Movado LLC.
Pursuant to the promissory note, the Company promised to pay to the
Bank $12,000,000, or such lesser amount as may then be the unpaid balance of all
loans made by the Bank to the Company thereunder, in immediately available funds
upon the maturity date of June 16, 2006. The Company has the right to prepay all
or part of any outstanding amounts under the promissory note without penalty at
any time prior to the maturity date. The promissory note bears interest at an
annual rate equal to either (i) a floating rate equal to the prime rate or (ii)
such fixed rate as may be agreed upon by the Company and the Bank for an
interest period which is also then agreed upon. The promissory note contains
various representations and warranties and events of default that are customary
for instruments of that type.
The line of credit letter agreement supersedes the line of credit
letter agreement from the Bank to the Company dated June 20, 2004, as amended,
and the amended and restated promissory note supersedes the amended and restated
promissory note dated June 20, 2004.
ITEM 2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.
See the discussion under Item 1.01 above, which discussion is
incorporated by reference herein.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report on Form 8-K to be signed on its
behalf by the undersigned, hereunto duly authorized.
Dated: June 23, 2005
MOVADO GROUP, INC.
By: /s/ Timothy F. Michno
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Name: Timothy F. Michno
Title: General Counsel