8-K/AThe Red FlagsRed Alert
Debt Acceleration · Material Agreement
Filed Apr 26, 2021 · 5y ago · Accession 0000059255-21-000051
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
April 20, 2021
Valhi, Inc.
(Exact name of registrant as specified in its charter)
Delaware
1-5467
87-0110150
(State or other jurisdiction of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
5430 LBJ Freeway ,
Suite 1700 , Dallas ,
Texas
75240-2620
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code
( 972 )
233-1700
(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 (see General Instruction A.2):
☐
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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange on which registered
Common Stock
VHI
NYSE
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule
12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ☐
This amendment is being filed to amend and restate the
Current Report on Form 8-K filed on April 23, 2021 by the registrant to incorporate by reference information disclosed by Kronos Worldwide, Inc. (File No. 1-31763), a Delaware corporation and an affiliate of the registrant (“Kronos
Worldwide”), in the Current Report on Form 8-K/A dated April 20, 2021 that Kronos Worldwide filed with the U.S. Securities and Exchange Commission on April 26,
2021.
.
Item 1.01
Entry into a Material Definitive Agreement.
Item 1.02
Termination of a Material Definitive Agreement.
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
Item 2.04
Triggering Events that Accelerate or Increase a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement.
The information disclosed by Kronos Worldwide under Items 1.01, 1.02, 2.03 and 2.04 of the Current Report on Form 8-K/A dated April 20,
2021 that Kronos Worldwide filed with the U.S. Securities and Exchange Commission on April 26, 2021 is hereby incorporated herein by reference.
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits
Item No.
Exhibit Index
10.1*
Credit Agreement dated as of April 20, 2021, by and among the Company, Kronos Louisiana, Inc., Kronos (US), Inc., Kronos Canada, Inc., Kronos
Europe NV, Kronos Titan GmbH and Wells Fargo Bank, National Association as administrative agent and lender – incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K dated April 20, 2021 and filed by Kronos Worldwide, Inc.
(File No. 1-31763) on April 23, 2021
10.2*
Guaranty and Security Agreement dated as of April 20, 2021, by and among the Company, Kronos Louisiana, Inc., Kronos (US), Inc., Kronos Canada,
Inc., Kronos International, Inc. and Wells Fargo Bank, National Association as administrative agent and lender – incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K dated April 20, 2021 and filed by Kronos Worldwide,
Inc. (File No. 1-31763) on April 23, 2021
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
*
Certain schedules and similar attachments have been omitted in reliance on Instruction 4 of Item 1.01 of Form 8-K and Item 601(a)(5) of Regulation
S-K. The registrant will provide, on a supplemental basis, a copy of any omitted schedule or attachment to the SEC or its staff upon request.
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 hereunto duly authorized.
Valhi, Inc.
(Registrant)
By: /s/ James W. Brown
Date: April 26, 2021
James W. Brown,
Executive Vice President and
Chief Financial Officer
Filing details
- Company
- VALHI INC /DE/
- Ticker
- VHI
- CIK
- 59255
- Form type
- 8-K/A
- Filing date
- Apr 26, 2021
- Report date
- Apr 20, 2021
- Document
- vhi8ka210420.htm
- Size
- 169 KB