8-KThe WireStrategic
Material Agreement · New Debt / Obligation
Filed Jun 24, 2016 · 10y ago · Accession 0001193125-16-631072
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): June 24, 2016 (June 20, 2016)
Ennis, Inc.
(Exact Name
of Registrant as Specified in Its Charter)
Texas
1-5807
75-0256410
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
2441 Presidential Pkwy. Midlothian, Texas
76065
(Address of Principal Executive Offices)
(Zip Code)
Registrants Telephone Number, Including Area Code: (972) 775-9801
N/A
(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:
¨
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)
Item 1.01
Entry into a Material Definitive Agreement
Amendments to Credit Agreement
Ennis, Inc. (the Company) entered into a Fifth Amendment to Second Amended and Restated Credit Agreement, dated June 20, 2016, among the
Company, the lenders party thereto and Bank of America, National Association, as Administrative Agent (the Fifth Amendment), which amended the Companys existing revolving credit facility (the Credit Facility) in
connection with the payment of a previously announced special dividend declared by the Company as a result of the closing of the previously announced sale of Alstyle Apparel, LLC and its subsidiaries (collectively, the Apparel Division).
In addition, in connection with the closing of the sale of the Apparel Division, the Company entered into a Fourth Amendment to Second Amended and Restated Credit Agreement, dated as of May 25, 2016, among the Company, the lenders party thereto
and Bank of America, National Association, as Administrative Agent (the Fourth Amendment and together with the Fifth Amendment, the Credit Facility Amendments).
The Credit Facility Amendments (i) released the Apparel Division from all liabilities and obligations under the Credit Facility, (ii) reduced the
aggregate commitments under the Credit Facility to a $100 million revolving credit line, (iii) removed Comerica Bank and Branch Banking and Trust Company as a lender thereunder, (iv) permitted the payment by the Company of a special
dividend to the Companys shareholders, and (v) amended the definition of fixed charge coverage ratio and reduce the minimum consolidated tangible net worth threshold in connection with reduction of the aggregate commitments under the
Credit Facility.
The foregoing summary of the Credit Agreement Amendments does not purport to be complete and is subject to, and qualified in its
entirety by, the full text of such amendments, copies of which are filed as Exhibit 10.1 and Exhibit 10.2.
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement or a Registrant.
The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.03.
Item 9.01
Financial Statements and Exhibits.
(d)
Exhibits
Exhibit No.
Description
10.1
Fourth Amendment and Consent to Second Amended and Restated Credit Agreement, effective as of May 25, 2016, by and among Ennis, Inc., each of the co-borrowers party thereto, each of the lenders party thereto, and Bank of America,
N.A., in its capacity as administrative agent for the Lenders.
10.2
Fifth Amendment to Second Amended and Restated Credit Agreement, dated June 20, 2016, by and among Ennis, Inc., each of the co-borrowers party thereto, each of the lenders party thereto, and Bank of America, N.A., in its capacity as
administrative agent for the Lenders.
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.
Ennis, Inc.
By:
/s/ Richard L. Travis Jr.
Richard L. Travis, Jr.
Chief Financial Officer
Date: June 24, 2016
EXHIBIT INDEX
Exhibit No.
Description
10.1
Fourth Amendment and Consent to Second Amended and Restated Credit Agreement, effective as of May 25, 2016, by and among Ennis, Inc., each of the co-borrowers party thereto, each of the lenders party thereto, and Bank of America,
N.A., in its capacity as administrative agent for the Lenders.
10.2
Fifth Amendment to Second Amended and Restated Credit Agreement, dated June 20, 2016, by and among Ennis, Inc., each of the co-borrowers party thereto, each of the lenders party thereto, and Bank of America, N.A., in its capacity as
administrative agent for the Lenders.
Filing details
- Company
- ENNIS, INC.
- Ticker
- EBF
- CIK
- 33002
- Form type
- 8-K
- Filing date
- Jun 24, 2016
- Report date
- Jun 20, 2016
- Document
- d213532d8k.htm
- Size
- 135 KB