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EX-10.3 - EXHIBIT 10.3 - STRATTEC SECURITY CORPex10_3.htm
EX-10.2 - EXHIBIT 10.2 - STRATTEC SECURITY CORPex10_2.htm
EX-10.1 - EXHIBIT 10.1 - STRATTEC SECURITY CORPex10_1.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):  June 26, 2017

STRATTEC SECURITY CORPORATION
(Exact name of registrant as specified in charter)

Wisconsin
(State or other jurisdiction of incorporation)

0-25150
 
39-1804239
(Commission File Number)
 
(I.R.S. Employer I.D. Number)

3333 West Good Hope Road
Milwaukee, WI
 
 
53209
(Address of Principal Executive Offices)
 
(Zip Code)

(414) 247-3333
(Registrant's telephone 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 registrant under any of the following provisions (see General Instruction A.2. below):

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.       ☐
 


Section 1 - Registrant's Business and Operations

Item 1.01
Entry into a Material Definitive Agreement

Effective as of June 26, 2017, STRATTEC SECURITY CORPORATION (the "Company"), entered into a fourth amendment (the "STRATTEC Fourth Amendment") to its August 1, 2011 Credit Agreement, as previously amended by an Amendment No. 1 dated December 27, 2013, an Amendment No. 2 dated June 25, 2015 and an Amendment No. 3 dated June 24, 2016 (collectively, the "STRATTEC Credit Agreement"), with BMO Harris Bank N.A., as lender (the "Lender").  The STRATTEC Fourth Amendment extends the term of the STRATTEC Credit Agreement through August 1, 2020, provides for an amendment to the Amended and Restated Security Agreement with the Lender and makes certain other changes to the STRATTEC Credit Agreement. The STRATTEC Fourth Amendment and the First Amendment to the Amended and Restated Security Agreement with the Lender are attached hereto as Exhibits 10.1 and 10.2, respectively, and each is incorporated herein by reference.

Additionally, effective as of June 26, 2017, ADAC-STRATTEC, LLC, a majority owned subsidiary of the Company ("ADAC-STRATTEC"), entered into a fourth amendment (the "ADAC-STRATTEC Fourth Amendment") to its June 28, 2012 Credit Agreement, as previously amended by an Amendment No. 1 dated January 22, 2014, an Amendment No. 2 dated June 25, 2015 and an Amendment No. 3 dated April 27, 2016 (collectively, the "ADAC-STRATTEC Credit Agreement"), with BMO Harris Bank N.A., as lender.  The ADAC-STRATTEC Fourth Amendment extends the term of the ADAC-STRATTEC Credit Agreement through August 1, 2020, increases the maximum borrowing availability under this secured revolving credit facility from $20 million to $25 million and makes certain other changes described in the amendment to ADAC-STRATTEC, LLC's required financial covenants.  The ADAC-STRATTEC Fourth Amendment is attached hereto as Exhibit 10.3 and is incorporated herein by reference.

Section 2 - Financial Information

Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

As described above under Item 1.01, on June 26, 2017, each of the Company and ADAC-STRATTEC entered into amendments to their respective credit agreements with BMO Harris Bank N.A. extending the term of each credit facility and making certain other changes thereto described above.

Section 9 - Financial Statements and Exhibits

Item 9.01
Financial Statements and Exhibits

  (d)
Exhibits

The following exhibits are filed herewith:

Exhibit 10.1 – Amendment No. 4 to STRATTEC Credit Agreement, dated as of June 26, 2017, between STRATTEC SECURITY CORPORATION and BMO Harris Bank N.A., as lender.

Exhibit 10.2 – Amendment No. 1 to Amended and Restated Security Agreement, dated as of June 26, 2017, between STRATTEC SECURITY CORPORATION and BMO Harris Bank N.A., as lender.

Exhibit 10.3 – Amendment No. 4 to ADAC-STRATTEC Credit Agreement, dated as of June 26, 2017, between ADAC-STRATTEC, LLC and BMO Harris Bank N.A., as lender.
 

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.

 
STRATTEC SECURITY CORPORATION
 
Date:  June 27, 2017
     
 
By:
/s/ Patrick J. Hansen
 
   
Patrick J. Hansen, Senior Vice President and
 
   
Chief Financial Officer