-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Nv4uLFZreghmqtrjvMUtQc6BDi9uR4eibidsfAmLMUz2BztvQloRYfOA0tdUj0cT yK17ulBS7X2lvD5DLi1alw== 0001104659-09-059365.txt : 20091019 0001104659-09-059365.hdr.sgml : 20091019 20091019142024 ACCESSION NUMBER: 0001104659-09-059365 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20091016 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091019 DATE AS OF CHANGE: 20091019 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Affinity Group Holding, Inc. CENTRAL INDEX KEY: 0001322646 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MEMBERSHIP ORGANIZATIONS [8600] IRS NUMBER: 202428068 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-124109 FILM NUMBER: 091125637 BUSINESS ADDRESS: STREET 1: 2575 VISTA DEL MAR DRIVE CITY: VENTURA STATE: CA ZIP: 93001 BUSINESS PHONE: 805 667-4100 MAIL ADDRESS: STREET 1: 2575 VISTA DEL MAR DRIVE CITY: VENTURA STATE: CA ZIP: 93001 8-K 1 a09-31807_18k.htm 8-K

 

 

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): October 16, 2009

 

 

AFFINITY GROUP HOLDING, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

333-124109

 

20-2428068

(State of incorporation)

 

Commission File Number

 

(IRS Employer

 

 

 

 

Identification No.)

 

 

 

2575 Vista Del Mar Drive

 

(805) 667-4100

Ventura, CA 93001

 

(Registrant’s telephone

(Address of executive offices)

 

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 registrants under any of the following provisions (see General Instructions A.2. below)

 

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o  Pre-commencement communications pursuant to Rule 13d-4 (c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


 

Section 1 — Registrant’s Business and Operations

 

Item 1.01: Entry into a Material Definitive Agreement

 

On September 14, 2009, Affinity Group Holding, Inc. (the “Company”) received consent letters (the “Institutional Consents”) from certain institutional holders of its 10 7/8% Senior Notes Due 2012 (the “AGHI Notes”) holding in the aggregate $65,835,969 principal amount of the AGHI Notes outstanding and consent letters (the “Other Consents” and collectively with the Institutional Consents called the “Consents”) from certain non-institutional holders of the AGHI Notes holding in the aggregate $46,555,946 principal amount of the AGHI Notes outstanding.  The aggregate principal amount of the AGHI Notes outstanding is $113,648,603 so the holders executing the Consents held 98.9% of the outstanding principal amount of the AGHI Notes.

 

The Company has engaged in discussions with the holders of the AGHI Notes regarding a refinancing or restructuring of the indebtedness of the Company and its subsidiary, Affinity Group, Inc. (“AGI”).  As part of those discussions, the Company did not pay the interest on the AGHI Notes that was due on August 15, 2009, but the indenture governing the AGHI Notes provides a 30 day grace period for the payment of interest that was to have been paid on that date.  Pursuant to the Institutional Consents, the Company has agreed to pay the legal fees for a law firm to represent the holders who signed the Institutional Consents in connection with such discussions and has paid a $150,000 retainer to that law firm.  In addition, the Company has paid a consent fee equal to ¼ of 1% of the principal amount to the holders who signed the Institutional Consents or an aggregate of $164,600.  The Institutional Consents extended the most recent interest payment date on their AGHI Notes until October 1, 2009.  The Other Consents extended the most recent interest payment date on their AGHI Notes until October 29, 2009 and no consent fees were paid to those holders.

 

As of October 16, 2009, the holders who signed the Institutional Consents have agreed to extend the interest payment date on their AGHI Notes to October 23, 2009.

 

On September 14, 2009, the Company paid the interest on the remaining $1,256,688 principal amount of AGHI Notes that are outstanding and for which an Institutional Consent or an Other Consent was not obtained.

 

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Section 9 — Financial Statements and Exhibits

 

Item 9.01:  Financial Statements and Exhibits

 

a. Financial Statements:  N/A

b. Pro forma financial statements:  N/A

c. Shell company transactions:  N/A

d. Exhibits:  None

 

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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.

 

 

 

 

AFFINITY GROUP HOLDING, INC.

 

 

(Registrant)

 

 

 

 

 

 

Date:  October 16, 2009

 

/s/ Thomas F. Wolfe

 

 

Thomas F. Wolfe

 

 

Senior Vice President

 

 

and Chief Financial Officer

 

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