Attached files
file | filename |
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EX-10.2 - EX-10.2 - SiteOne Landscape Supply, Inc. | d396941dex102.htm |
EX-10.1 - EX-10.1 - SiteOne Landscape Supply, Inc. | d396941dex101.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): May 24, 2017
SiteOne Landscape Supply, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-37760 | 46-4056061 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
300 Colonial Parkway, Suite 600 Roswell, Georgia |
30076 | |||
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code:
(470) 277-7000
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 defined 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 financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01. Entry into a Material Definitive Agreement.
SiteOne Landscape Supply, Inc. (the Company) announced today that certain of its subsidiaries have entered into the Second Amendment to Amended and Restated Credit Agreement, dated as of May 24, 2017 (the Second Amendment), by and among SiteOne Landscape Supply Holding, LLC (Holding) and SiteOne Landscape Supply, LLC, as borrowers (collectively, the Borrowers), UBS AG, Stamford Branch, as administrative agent and collateral agent, the several banks and other financial institutions party thereto and certain other parties party thereto from time to time, which amends the Amended and Restated Credit Agreement, dated as of April 29, 2016, as amended on November 23, 2016 (the Term Loan Facility), by and among the Borrowers, UBS AG, Stamford Branch, as administrative agent and collateral agent, the several banks and other financial institutions party thereto and certain other parties party thereto from time to time, in order to, among other things, add an additional credit facility under the Term Loan Facility consisting of additional term loans (the Tranche C Term Loans) in an aggregate principal amount of $299,493,729.43. Proceeds of the Tranche C Term Loans were used to repay in full the term loans outstanding under the Term Loan Facility immediately prior to effectiveness of the Second Amendment (the Existing Term Loans) and pay fees and expenses in connection with the Second Amendment.
The Existing Term Loans bore interest, at Holdings option, at either (i) an adjusted LIBOR rate plus an applicable margin equal to 4.50% or (ii) an alternative base rate plus an applicable margin equal to 3.50%. The Tranche C Term Loans bear interest, at Holdings option, at either (i) an adjusted LIBOR rate plus an applicable margin ranging from 3.25% to 3.50% or (ii) an alternative base rate plus an applicable margin ranging from 2.25% to 2.50%. Voluntary prepayments of the Tranche C Term Loans are permitted at any time, in minimum principal amounts, without premium or penalty, subject to a 1.00% premium payable in connection with certain repricing transactions within the first six months after the date of the initial funding of the Tranche C Term Loans. Like the Existing Term Loans, the Tranche C Term Loans will mature on April 29, 2022. The other terms of the Tranche C Term Loans are generally the same as the terms applicable to the Existing Term Loans.
The Company also announced today that certain of its subsidiaries have entered into the Omnibus Amendment, dated as of May 24, 2017 (the Omnibus Amendment), by and among the Borrowers, UBS AG, Stamford Branch, as administrative agent and collateral agent, the several banks and other financial institutions party thereto and certain other parties party thereto from time to time, which amends, among other things, the Credit Agreement, dated as of December 23, 2013, by and among the Borrowers, UBS AG, Stamford Branch, as administrative agent and collateral agent, the several banks and other financial institutions party thereto and certain other parties party thereto from time to time, in order to, among other things, update certain provisions relating to secured cash management and hedging obligations.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information contained in Item 1.01 concerning the Companys direct financial obligations under the Second Amendment and the Omnibus Amendment is hereby incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
Description | |
10.1 | Second Amendment to Amended and Restated Credit Agreement, dated as of May 24, 2017, by and among SiteOne Landscape Supply Holding, LLC (f/k/a JDA Holding LLC), SiteOne Landscape Supply, LLC (f/k/a John Deere Landscapes LLC), UBS AG, Stamford Branch, as administrative agent and collateral agent, the several banks and other financial institutions party thereto and certain other parties party thereto from time to time. | |
10.2 | Omnibus Amendment, dated as of May 24, 2017, by and among SiteOne Landscape Supply Holding, LLC (f/k/a JDA Holding LLC), SiteOne Landscape Supply, LLC (f/k/a John Deere Landscapes LLC), UBS AG, Stamford Branch, as administrative agent and collateral agent, the several banks and other financial institutions party thereto and certain other parties party thereto from time to time. |
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.
SITEONE LANDSCAPE SUPPLY, INC. | ||
By: | /s/ Briley Brisendine | |
Name: Briley Brisendine | ||
Title: Executive Vice President, General Counsel and Secretary |
Date: May 24, 2017
EXHIBIT INDEX
Exhibit No. |
Description | |
10.1 | Second Amendment to Amended and Restated Credit Agreement, dated as of May 24, 2017, by and among SiteOne Landscape Supply Holding, LLC (f/k/a JDA Holding LLC), SiteOne Landscape Supply, LLC (f/k/a John Deere Landscapes LLC), UBS AG, Stamford Branch, as administrative agent and collateral agent, the several banks and other financial institutions party thereto and certain other parties party thereto from time to time. | |
10.2 | Omnibus Amendment, dated as of May 24, 2017, by and among SiteOne Landscape Supply Holding, LLC (f/k/a JDA Holding LLC), SiteOne Landscape Supply, LLC (f/k/a John Deere Landscapes LLC), UBS AG, Stamford Branch, as administrative agent and collateral agent, the several banks and other financial institutions party thereto and certain other parties party thereto from time to time. |