hbb-202011230001709164false00017091642020-11-092020-11-09
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): | November 23, 2020 |
| | | |
HAMILTON BEACH BRANDS HOLDING COMPANY |
(Exact name of registrant as specified in its charter) |
| | | |
Delaware | | 001-38214 | 31-1236686 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | (IRS Employer Identification No.) |
| | | |
4421 WATERFRONT DR | GLEN ALLEN | VA | 23060 |
(Address of principal executive offices) | (Zip code) |
| | | |
| (804) | 273-9777 | |
(Registrant's telephone number, including area code) |
| | | |
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 (see General Instruction A.2. below):
| | | | | |
☐ | 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 |
Class A Common Stock, Par Value $0.01 Per Share | | HBB | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 1.01. Amendment to a Material Definitive Agreement.
On November 23, 2020, Hamilton Beach Brands, Inc. (“HBB”) entered into Amendment No. 8 to Amended and Restated Credit Agreement by and among Wells Fargo Bank, National Association, as Administrative Agent, the Lenders that are Parties thereto as the Lenders, Hamilton Beach Brands, Inc., as Parent and U.S. Borrower, and Hamilton Beach Brands Canada, Inc., as Canadian Borrower (the “Amendment”). The Amendment amends and restates the Credit Agreement in its entirety and extends the term of HBB’s credit facility to June 30, 2025, increases the credit facility from $115 million to $125 million, amends the pricing grid and provides for an accordion feature to increase the facility by an additional $25 million upon HBB’s request, subject to Lender consent.
The Amendment is attached as Exhibit 10.39 to this Current Report on Form 8-K and is hereby incorporated into this Item 1.01 by reference. The foregoing summary of the Amendment is qualified in its entirety by reference to the full text of such exhibit.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| | | | | |
Exhibit No. | Exhibit Description |
10.39 | Amendment No. 8 to Amended and Restated Credit Agreement by and among Wells Fargo Bank, National Association, as Administrative Agent, the Lenders that are Parties Hereto as the Lenders, Hamilton Beach Brands, Inc., as Parent and U.S. Borrower, and Hamilton Beach Brands Canada, Inc., as Canadian Borrower, dated November 23, 2020. |
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: | November 23, 2020 | | HAMILTON BEACH BRANDS HOLDING COMPANY |
| | | |
| | By: | |
| | Name: | Michelle O. Mosier |
| | Title: | Senior Vice President, Chief Financial Officer and Treasurer (Principal Financial Officer)/(Principal Accounting Officer) |