UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
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| Item 1.01 | Entry into a Material Definitive Agreement |
On July 13, 2021, Heidrick & Struggles International, Inc. (the “Company”) and certain foreign and domestic subsidiaries of the Company (together with the Company, the “Loan Parties”) entered into a First Amendment to Credit Agreement (the “Amendment”) with institutions from time to time party thereto as lenders (the “Lenders”) and Bank of America, N.A., as Administrative Agent. The Amendment provides the terms under which the parties have amended that certain Credit Agreement entered into on October 26, 2018 among the Loan Parties, the Lenders, Bank of America, N.A., as Administrative Agent, SunTrust Bank (now Truist Bank), as Syndication Agent, and HSBC Bank USA, National Association, as Documentation Agent (the “Original Credit Agreement”). The Amendment provides that Lenders will make available to the Borrowers a committed unsecured revolving credit facility in an aggregate amount of $200 million, increased from $175 million as set forth in the Original Credit Agreement, which includes a sublimit of $25 million for letters of credit and a sublimit of $10 million for swingline loans, with a $75 million expansion feature (collectively, the “Facility”). The Facility matures on July 13, 2026, extended from October 26, 2023 as set forth in the Original Credit Agreement.
Borrowings under the Amendment may be used for working capital, capital expenditures, permitted acquisitions, restricted payments and for other general corporate purposes of the Company and its subsidiaries. The obligations under the Amendment are guaranteed by certain of the Company’s subsidiaries.
The Amendment provides that Citizens Bank, N.A., a party to the Original Credit Agreement as a Lender, shall no longer constitute a Lender and shall no longer have loan commitments to the Borrowers following the effective date of the Amendment.
The description above is a summary of the Amendment and is qualified in its entirety by the complete text of the Amendment, a copy of which is attached to this report as Exhibit 10.1 and incorporated herein by reference. Capitalized terms not defined herein have the meanings given to them in the Amendment.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
The following exhibits are being furnished as part of this Report on Form 8-K:
| Exhibit No. |
Description | |
| 10.1 | First Amendment to Credit Agreement dated as of July 13, 2021 among Heidrick & Struggles International, Inc., the Foreign Subsidiary Borrowers Party Thereto, the Lenders Party Thereto and Bank of America, N.A. | |
| 104 | Cover Page Interactive Data File, formatted in Inline XBRL. | |
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.
| Heidrick & Struggles International, Inc. | ||||||
| (Registrant) | ||||||
| Dated: July 16, 2021 | /s/ Mark Harris | |||||
| Name: Mark Harris | ||||||
| Title: Chief Financial Officer | ||||||