000-27707
|
20-2783217
|
(Commission
File Number)
|
(IRS
Employer Identification
No.)
|
1330
Avenue of the Americas, 34th
Floor, New York, NY
|
10019-5400
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
Item
1.01
|
Entry into Material Definitive
Agreement
|
·
|
reduced
the debt service coverage ratios of the Class A and Class B franchise
notes that the Company is required to maintain for the 2010 calendar
year;
|
·
|
reduced
the free cash flow margin that the Company is required to maintain from
December 31, 2009 through the end of 2010, as calculated on a monthly
basis for the trailing 12 month
period;
|
·
|
increased
certain reimbursable operating expenditure limits, with respect to NexCen
Franchise Management, Inc., for 2009 (subject to specified revenue targets
related to the franchise Subsidiary Borrowers) in connection with the
management of the related franchise Subsidiary
Borrowers;
|
·
|
extended from July 31, 2009
to December 31, 2009 the
trigger date on which BTMUCC would be entitled to receive a warrant
covering up to 2.8 million shares of the Company’s common
stock at an exercise price
of $0.01 per share if the Class B franchise notes are not repaid by the
trigger date;
|
·
|
extended
to June 30, 2010 the time period granted to the Issuer for the delivery of
the valuation report related to the Subsidiary Borrowers for
the fiscal year ended December 31,
2009;
|
·
|
extended
the amount of time available to a Subsidiary Borrower to extend or replace
specified material franchise and area development agreements;
and
|
·
|
waived
expected defaults related to providing financial statements by certain
deadlines and waived certain other potential defaults or events of
defaults primarily related to reporting requirements existing on or
arising prior to the date of the Waiver and Omnibus
Amendment.
|
Item
2.03
|
Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Registrant
|
Item
9.01
|
Financial
Statements and Exhibits
|
NEXCEN BRANDS, INC. | |||
|
|
/s/ Sue J. Nam | |
By: | Sue J. Nam | ||
Its: | General Counsel | ||