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EX-10.1 - EX-10.1 - US Foods Holding Corp.d555116dex101.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): June 22, 2018

 

 

US FOODS HOLDING CORP.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-37786   26-0347906

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification Number)

9399 W. Higgins Road, Suite 500

Rosemont, IL 60018

(Address of principal executive offices)

(847) 720-8000

(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:

 

  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.

On June 22, 2018, US Foods, Inc. (“US Foods”) entered into an amendment (the “Fifth Amendment”) to its term loan credit agreement (as so amended, the “Credit Agreement”) with a syndicate of lenders, including Citicorp North America, Inc., as administrative agent and collateral agent. to, among other things, (i) provide for implementation of LIBOR replacement rates in the event that LIBOR is unavailable in the future and (ii) lower the interest rate margins on outstanding borrowings under the term loan facility to 2.00% for LIBOR borrowings and 1.00% for ABR borrowings.

A copy of the Fifth Amendment is attached as Exhibit 10.1. The foregoing description of the Fifth Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of such document.

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 US Foods’ direct financial obligations under the Credit Agreement is hereby incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
No.
  

Description

10.1    Fifth Amendment to the Credit Agreement, dated as of June  22, 2018, among US Foods, Inc., the other Loan Parties thereto, Citicorp North America, Inc. and the several Lenders party thereto.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: June 25, 2018     US FOODS HOLDING CORP.
    By:  

/s/ Dirk Locascio

      Dirk Locascio
      Chief Financial Officer