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EX-99.1 - EX-99.1 - TOPS HOLDING II CORPck0001584701-ex991_58.htm

 

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, 2017

___________________

 

Tops Holding II Corporation

(Exact name of registrant as specified in its charter)

___________________

 

Delaware
(State or other jurisdiction of incorporation or organization)

333-191029

(Commission

File Number)

46-2733709
(I.R.S. Employer

Identification No.)

 

 

 

6363 Main Street

Williamsville, New York

(Address of principal executive offices)

 

14221
(Zip Code)

 

 

Registrant’s telephone number, including area code:  (716) 635-5000

 

Not Applicable

(Former name or former address, if changed since last report)

___________________

 

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))

 

 

 

Indicate by check mark whether the registrant is an emerging growth company as dened in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised nancial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


 

Item 8.01Other Events.

On August 7, 2017, Tops Holding LLC and Tops Markets II Corporation (the “Issuers”) issued a press release announcing the results, as of the expiration date, for their previously announced exchange offer to certain eligible holders to exchange any and all 8.750%/9.500% senior notes due 2018 issued by Tops Holding II Corporation (the “HoldCo Notes”) for a combination of 9.000% senior amortizing notes due 2021 issued by the Issuers and cash consideration and consent solicitation, on behalf of Tops Holding II Corporation, to approve amendments to the indenture governing the HoldCo Notes. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01Financial Statements and Exhibits.

(d)Exhibits

Exhibit Number

 

 

Description of Exhibit

99.1

 

Press Release dated August 7, 2017.

 

 

 

 

 

 

 


 


 

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.

 

 

TOPS HOLDING II CORPORATION

 

Date:  August 7, 2017

 

By:

/s/ David M. Langless

 

David M. Langless

 

Executive Vice President and Chief Financial Officer

 

 

 

 

 


 


 

EXHIBIT INDEX

 

Exhibit Number

 

 

Description of Exhibit

99.1

 

Press Release dated August 7, 2017.