- Current report filing (8-K)
March 15 2012 - 5:09PM
Edgar (US Regulatory)
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)
:
March 13, 2012
MORRIS PUBLISHING GROUP, LLC
(Exact Name of Registrant as Specified in Its Charter)
Georgia
(State or other jurisdiction of incorporation)
333-112246
|
|
26-2569462
|
(Commission File Number)
|
|
(IRS Employer Identification No.)
|
|
|
725 Broad Street; Augusta, Georgia
|
|
30901
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
(706) 724-0851
(Registrants’ Telephone Number, Including Area Code)
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:
¨
|
Wri
tten 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))
|
As required by the "Indenture" to the Floating Rate Secured Notes Due 2014 dated March 1, 2010 (the "New Notes"), Morris Publishing Group, LLC ("Morris
Publishing") is required to use its monthly positive operating cash flow, net of permitted cash flow adjustments, ("Excess Free Cash Flow") to repay any amounts outstanding on its working capital facility, and then to redeem (on a prorata basis) stated principal amounts outstanding on the New Notes; provided, however, that no payment or redemptions are required if Excess Free Cash Flow is less than $250,000 during the monthly period.
Applying this requirement with respect to Morris Publishing's monthly period ending February 29, 2012, Morris Publishing redeemed $2,376,490 in aggregate stated principal amount
of the New Notes on March 15, 2012, the referenced period's Excess Cash Flow Payment Date (as defined in the Indenture). On March 13, 2012, Morris Publishing delivered a certificate to the Trustee
under the Indenture stating that $2,376,490 of the aggregate stated principal amounts outstanding on the New Notes will be redeemed on the March 15, 2012 Excess Cash Flow Payment Date
.
The table below summarizes all of the aggregate stated principal redemption
and interest payments
subsequent to
the March 1, 2010 issuance date of the New Notes:
(dollars in thousands)
|
|
Beginning Principal Outstanding
|
|
|
Principal Redeemed
|
|
|
Interest Paid
|
|
|
Ending Principal Outstanding
|
|
|
Payment Due Date
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Quarterly interest payment
|
|
$
|
100,000
|
|
|
$
|
-
|
|
|
$
|
833
|
|
|
$
|
100,000
|
|
|
4/1/10
|
|
Excess Free Cash Flow-March 2010
|
|
|
100,000
|
|
|
|
-
|
|
|
|
-
|
|
|
|
100,000
|
|
|
4/23/10
|
|
Excess cash-Tranche A repayment
|
|
|
100,000
|
|
|
|
3,211
|
|
|
|
21
|
|
|
|
96,789
|
|
|
4/23/10
|
|
Excess Free Cash Flow-April 2010
|
|
|
96,789
|
|
|
|
-
|
|
|
|
-
|
|
|
|
96,789
|
|
|
5/21/10
|
|
Excess cash-Tranche B refinance
|
|
|
96,789
|
|
|
|
1,760
|
|
|
|
24
|
|
|
|
95,029
|
|
|
5/21/10
|
|
Excess Free Cash Flow-May 2010
|
|
|
95,029
|
|
|
|
1,016
|
|
|
|
22
|
|
|
|
94,013
|
|
|
6/17/10
|
|
Quarterly interest payment
|
|
|
94,013
|
|
|
|
-
|
|
|
|
2,350
|
|
|
|
94,013
|
|
|
7/1/10
|
|
Excess Free Cash Flow-June 2010
|
|
|
94,013
|
|
|
|
2,803
|
|
|
|
14
|
|
|
|
91,210
|
|
|
7/19/10
|
|
Excess Free Cash Flow-July 2010
|
|
|
91,210
|
|
|
|
-
|
|
|
|
-
|
|
|
|
91,210
|
|
|
8/24/10
|
|
Excess Free Cash Flow-August 2010
|
|
|
91,210
|
|
|
|
1,094
|
|
|
|
24
|
|
|
|
90,116
|
|
|
9/17/10
|
|
Quarterly interest payment
|
|
|
90,116
|
|
|
|
-
|
|
|
|
2,254
|
|
|
|
90,116
|
|
|
10/1/10
|
|
Excess Free Cash Flow-September 2010
|
|
|
90,116
|
|
|
|
424
|
|
|
|
2
|
|
|
|
89,692
|
|
|
10/19/10
|
|
Excess Free Cash Flow-October 2010
|
|
|
89,692
|
|
|
|
1,994
|
|
|
|
26
|
|
|
|
87,698
|
|
|
11/18/10
|
|
Excess Free Cash Flow-November 2010
|
|
|
87,698
|
|
|
|
1,190
|
|
|
|
24
|
|
|
|
86,508
|
|
|
12/15/10
|
|
Quarterly interest payment
|
|
|
86,508
|
|
|
|
-
|
|
|
|
2,163
|
|
|
|
86,508
|
|
|
1/3/11
|
|
Excess Free Cash Flow-December 2010
|
|
|
86,508
|
|
|
|
-
|
|
|
|
-
|
|
|
|
86,508
|
|
|
1/21/11
|
|
Excess Free Cash Flow-January 2011
|
|
|
86,508
|
|
|
|
4,269
|
|
|
|
55
|
|
|
|
82,239
|
|
|
2/16/11
|
|
Excess Free Cash Flow-February 2011
|
|
|
82,239
|
|
|
|
3,227
|
|
|
|
68
|
|
|
|
79,012
|
|
|
3/16/11
|
|
Quarterly interest payment
|
|
|
79,012
|
|
|
|
-
|
|
|
|
1,975
|
|
|
|
79,012
|
|
|
4/1/11
|
|
Excess Free Cash Flow-March 2011
|
|
|
79,012
|
|
|
|
579
|
|
|
|
3
|
|
|
|
78,433
|
|
|
4/21/11
|
|
Excess Free Cash Flow-April 2011
|
|
|
78,433
|
|
|
|
-
|
|
|
|
-
|
|
|
|
78,433
|
|
|
5/16/11
|
|
Excess Free Cash Flow-May 2011
|
|
|
78,433
|
|
|
|
322
|
|
|
|
6
|
|
|
|
78,111
|
|
|
6/15/11
|
|
Quarterly interest payment
|
|
|
78,111
|
|
|
|
|
|
|
|
1,953
|
|
|
|
78,111
|
|
|
7/1/11
|
|
Excess Free Cash Flow-June 2011
|
|
|
78,111
|
|
|
|
563
|
|
|
|
3
|
|
|
|
77,548
|
|
|
7/15/11
|
|
Excess Free Cash Flow-July2011
|
|
|
77,548
|
|
|
|
-
|
|
|
|
-
|
|
|
|
77,548
|
|
|
|
8/17/11
|
|
Excess Free Cash Flow-August 2011
|
|
|
77,548
|
|
|
|
3,445
|
|
|
|
73
|
|
|
|
74,103
|
|
|
9/16/11
|
|
Quarterly interest payment
|
|
|
74,103
|
|
|
|
-
|
|
|
|
1,853
|
|
|
|
74,103
|
|
|
10/3/11
|
|
Excess Free Cash Flow-September 2011
|
|
|
74,103
|
|
|
|
1,195
|
|
|
|
6
|
|
|
|
72,908
|
|
|
10/18/11
|
|
Excess Free Cash Flow-October 2011
|
|
|
72,908
|
|
|
|
1,548
|
|
|
|
19
|
|
|
|
71,360
|
|
|
11/16/11
|
|
Excess Free Cash Flow-November 2011
|
|
|
71,360
|
|
|
|
-
|
|
|
|
-
|
|
|
|
71,360
|
|
|
12/14/11
|
|
Quarterly interest payment
|
|
|
71,360
|
|
|
|
-
|
|
|
|
1,784
|
|
|
|
71,360
|
|
|
1/3/12
|
|
Excess Free Cash Flow-December 2011
|
|
|
71,360
|
|
|
|
1,368
|
|
|
|
8
|
|
|
|
69,992
|
|
|
1/20/12
|
|
Excess Free Cash Flow-January 2012
|
|
|
69,992
|
|
|
|
3,678
|
|
|
|
53
|
|
|
|
66,314
|
|
|
2/21/12
|
|
Excess Free Cash Flow-February 2012
|
|
|
66,314
|
|
|
|
2,376
|
|
|
|
50
|
|
|
|
63,938
|
|
|
3/15/12
|
|
Total-to date
|
|
|
|
|
|
$
|
36,062
|
|
|
$
|
15,666
|
|
|
|
|
|
|
|
|
|
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.
Date: March 15, 2012
|
|
|
|
MORRIS PUBLISHING GROUP, LLC
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ Steve K. Stone
|
|
|
|
|
|
|
|
|
Steve K. Stone
Senior Vice President-
Chief Financial Officer
|