8-KThe WireStrategic
Material Agreement · New Debt / Obligation
Filed Sep 3, 2024 · 1y ago · Accession 0001104659-24-096375
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
CURRENT REPORT
Pursuant to
Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date
of earliest event reported): August 30, 2024
SPX TECHNOLOGIES, INC.
(Exact name of registrant
as specified in its charter)
Delaware
(State
or other jurisdiction
of incorporation)
1-6948
(Commission
File Number)
88-3567996
(IRS
Employer
Identification No.)
6325 Ardrey Kell Road, Suite 400
Charlotte , North Carolina 28277
(Address
of principal executive offices) (Zip
Code)
Registrant’s telephone
number, including area code: ( 980 ) 474-3700
NOT APPICABLE
(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 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))
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, par value $0.01
SPXC
New York Stock Exchange
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. ¨
Item 1.01. Entry Into a Material Definitive Agreement.
On
August 30, 2024 (the “Second Amendment Effective Date”), SPX Enterprises, LLC (“SPXE”), a wholly owned subsidiary
of SPX Technologies, Inc. (the “Company”), as the U.S. borrower, entered into a Second Amendment to Amended and Restated
Credit Agreement and Incremental Facility Activation Notice (the “Second Amendment”) with Bank of America, N.A., as administrative
agent (the “Administrative Agent”), the lenders party thereto, and certain domestic subsidiaries of the Company, as guarantors,
which amends the Amended and Restated Credit Agreement, dated as of August 12, 2022 (as amended, the “Credit Agreement”),
among the Company, as parent, SPXE, as the U.S. borrower, the foreign subsidiary borrowers party thereto, the lenders party thereto, Deutsche
Bank AG, as foreign trade facility agent, and the Administrative Agent. The Second Amendment increases the aggregate revolving
credit commitments under the Credit Agreement from $500.0 million to $1.0 billion and makes certain conforming changes and other amendments
to the Credit Agreement. The Company expects to utilize the increased revolving credit capacity to finance, in part, permitted acquisitions,
to pay related fees, costs and expenses and for other lawful corporate purposes. The foregoing description of the Second Amendment does
not purport to be complete and is qualified in its entirety by reference to the full text of the Second Amendment, which is filed as Exhibit 10.1
and is incorporated by reference herein.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information included in Item 1.01 hereof is
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 and Incremental Facility Activation Notice dated as of August 30, 2024 among SPX Enterprises, LLC, as the U.S. Borrower, SPX Technologies, Inc., the other Guarantors party thereto, Bank of America, N.A., as the Administrative Agent, and the Lenders party thereto
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
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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.
SPX TECHNOLOGIES, INC.
(Registrant)
Date: September 3, 2024
By:
/s/ Cherée H. Johnson
Cherée H. Johnson
Vice President, Chief Legal Officer and Secretary
3
Filing details
- Company
- SPX Technologies, Inc.
- Ticker
- SPXC
- CIK
- 88205
- Form type
- 8-K
- Filing date
- Sep 3, 2024
- Report date
- Aug 30, 2024
- Document
- tm2423191d1_8k.htm
- Size
- 1.9 MB