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): September 4, 2018
The Hillman Companies, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-13293 | 23-2874736 | ||
(State or other jurisdiction | (Commission File No.) | (I.R.S. Employer | ||
of incorporation) | Identification No.) | |||
10590 Hamilton Avenue
Cincinnati, Ohio 45231
(Address of principal executive offices)
Registrant’s telephone number, including area code: (513) 851-4900
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 7.01. | Regulation FD Disclosure. |
On September 4, 2018, The Hillman Companies, Inc. (the “Company”) announced it will commence marketing efforts to syndicate an incremental term loan facility under its existing term loan credit agreement and certain related amendments led by Jefferies Finance LLC to finance the previously announced acquisition of Big Time Products, a leading provider of personal protection & work gear products. The Company intends to borrow up to $365.0 million under the incremental term loan and use the proceeds to fund the acquisition of Big Time Products, refinance existing debt at Big Time Products and pay related fees and expenses. The incremental term loan is expected to have the same terms, including interest rate and maturity, as the existing term loans. The Company expects to complete the incremental term loan in the third quarter of 2018 concurrently with the closing of the acquisition of Big Time Products. After giving effect to a $365.0 million incremental term loan facility and the consummation of the acquisition of Big Time Products, the Company’s First Lien Leverage Ratio as defined in its credit agreement would be 4.9x on a pro forma basis as of June 30, 2018.
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.
Date: September 4, 2018 | THE HILLMAN COMPANIES, INC. | |
By: | /s/ Gregory J. Gluchowski, Jr. | |
Name: | Gregory J. Gluchowski, Jr. | |
Title: | President and Chief Executive Officer | |