- Current report filing (8-K)
April 10 2009 - 2:48PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to
Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: April 6, 2009
(Date of earliest event reported)
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STEVEN MADDEN, LTD.
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(Exact Name of Registrant as Specified in Charter)
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Delaware
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000-23702
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13-3588231
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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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52-16 Barnett Avenue, Long Island City, New York 11104
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(Address of Principal Executive Offices) (Zip Code)
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Registrants telephone number, including area code: (718) 446-1800
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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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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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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.
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Entry into a Material Definitive Agreement
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On
April 6, 2009, Steven Madden, the Creative and Design Chief and a principal
stockholder of Steven Madden, Ltd. (the Company), executed and delivered to
the Company that certain Second Amended and Restated Secured Promissory Note
payable to the Company in the original principal amount of Three Million
($3,000,000) Dollars (the Second Amended and Restated Note). The Second
Amended and Restated Note amends and restates that certain Amended and Restated
Secured Promissory Note, dated December 19, 2007, payable by Madden to the
Company in the original principal amount of Three Million ($3,000,000) Dollars
(the Prior Note). The Second Amended and Restated Note provides for (i) a due
date of the earlier of the date that Mr. Madden ceases to be employed by the
Company and June 30, 2015 (the Maturity Date) and (ii) interest to accrue at
the rate of 8% per annum from June 25, 2007 until April 6, 2009, and at the
rate of 6% per annum from April 7, 2009 until the Maturity Date. Further,
pursuant to the Second Amended and Restate Note, Madden pledged, assigned and
granted a first priority security interest in 510,000 of his shares of common
stock of the Company as security for the performance of his obligations under
the Prior Note.
The
foregoing description of the Second Amended and Restated Note is qualified in
its entirety by reference to the full text of the Second Amended and Restated
Note, as filed as Exhibit 10.1 hereto, which is incorporated by reference
herein.
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Item 9.01
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Financial Statements and Exhibits.
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10.1
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Second
Amended and Restated Secured Promissory Note, dated April 6, 2009, by Steven
Madden in favor of Steven Madden, Ltd.
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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.
Dated: April
10, 2009
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STEVEN MADDEN, LTD.
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By:
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/s/ Edward R. Rosenfeld
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Edward R. Rosenfeld
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Chief Executive Officer
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