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):
August 7, 2006 (August 1, 2006)
CONCORD CAMERA CORP.
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(Exact name of registrant as specified in its charter)
New Jersey 13-3152196
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(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification Number)
0-17038
(Commission File Number)
4000 Hollywood Boulevard, 6th Floor North Tower, Hollywood, Florida 33021
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (954) 331-4200
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:
|_| 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.
(a) On August 1, 2006, Concord Camera HK Limited ("CCHK"), a wholly owned
subsidiary of Concord Camera Corp. (the "Company"), accepted a proposal from The
Hongkong and Shanghai Banking Corporation Limited ("HSBC") dated July 11, 2006
(the "July Agreement") to renew the existing demand financing facilities between
CCHK and HSBC.
The terms and conditions of the July Agreement are identical to the terms and
conditions of the proposal from HSBC dated January 4, 2006 (the "January
Agreement") that were previously disclosed in the Company's periodic reports and
in the Current Report on Form 8-K filed with the Securities and Exchange
Commission on January 26, 2006.
Pursuant to the January Agreement, CCHK agreed to provide HSBC with security
over cash deposits in the amount of US$6.2 million in addition to the existing
US$2 million security over cash deposits that CCHK provided to HSBC pursuant to
the HSBC proposal dated September 20, 2005. Under the July Agreement, HSBC will
continue to hold the aggregate security over cash deposits of US$8.2 million
previously provided by CCHK. The security covers an import facility of US$7.7
million and a guarantee facility of Euros 380,000 (equal to approximately
US$500,000).
A copy of the July Agreement is attached hereto and incorporated herein by
reference. In case of any inconsistency between the discussion of the terms of
the July Agreement provided herein and the provisions of the July Agreement, the
provisions thereof shall govern.
ITEM 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT.
(a) On August 1, 2006, Concord Camera HK Limited, a wholly subsidiary of Concord
Camera Corp. (the "Company"), accepted a proposal from The Hongkong and Shanghai
Banking Corporation Limited to renew the existing demand financing facilities
under the identical terms and conditions set forth in the bank's previous
proposal dated January 4, 2006. For further discussion of the proposal, see Item
1.01 above and reports previously filed by the Company with the Securities and
Exchange Commission.
ITEM 8.01 OTHER EVENTS.
The Board of Directors of Concord Camera Corp. (the "Company") has set Thursday,
December 14, 2006 as the date of the Company's Annual Meeting of Shareholders
(the "Annual Meeting") and fixed the close of business on Wednesday, October 18,
2006 as the record date for the determination of shareholders entitled to notice
of, and to vote at, the Annual Meeting or any adjournments thereof.
As set forth in the Company's proxy statement delivered to shareholders of
record on or about December 27, 2005 in connection with the Company's previous
Annual Meeting held on February 2, 2006, (i) proper shareholder proposals
received by the Company no later than August 29, 2006 will be considered for
inclusion in the Company's proxy materials for the Annual Meeting; and (ii) if a
shareholder notifies the Company of an intent to present a proposal at the
Annual Meeting at any time after November 12, 2006 (and for any reason the
proposal is voted on at the Annual Meeting), the Company's proxy holders will
have the right to exercise discretionary voting authority with respect to the
proposal, if presented at the meeting, without including information regarding
the proposal in the Company's proxy materials.
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ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
Exhibit Description
No. of Exhibit
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10.1 Letter agreement between HSBC and CCHK, dated July 11, 2006,
relating to the renewal of certain financing facilities
provided to CCHK and the conditions thereof
SIGNATURE
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 thereunto duly authorized.
CONCORD CAMERA CORP.
Date: August 4, 2006 By: /s/ Scott L. Lampert
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Scott L. Lampert,
Vice President, General Counsel and
Secretary
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