8-K
false 0001766502 0001766502 2021-08-27 2021-08-27

 

 

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 27, 2021

 

 

CHEWY, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   001-38936   90-1020167
(State or Other Jurisdiction
of Incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

1855 Griffin Road, Suite B-428

Dania Beach, Florida 33004

(Address of Principal Executive Offices)

(Zip Code)

(786) 320-7111

(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, $0.01 Par Value per share   CHWY   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 (§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 Entry into a Material Definitive Agreement.

On August 27, 2021, Chewy, Inc. (the “Company”) entered into Amendment No. 1 (the “Amendment”) to the ABL Credit Agreement (the “Credit Agreement”), dated as of June 18, 2019, among the Company, the Lenders (as defined therein) from time to time party hereto, Wells Fargo Bank, National Association, as administrative agent, and JPMorgan Chase Bank, N.A., as syndication agent.

The Amendment provides for, among other things, (i) an increase of the aggregate principal amount of commitments to $500 million, (ii) an increase of the amount available for incremental asset-based revolving loan facilities to $300 million, (iii) an extension of the maturity date to August 27, 2026, and (iv) a modification of the commitment fee from a range of 0.25% to 0.375% to a fixed 0.25% fee with respect to the undrawn portion of the commitments.

The Amendment is filed as Exhibit 10.1 hereto and this description thereof is qualified by reference thereto.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 is incorporated by reference into this Item 2.03.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit No.   

Description of Exhibit

10.1    Amendment No. 1 to the ABL Credit Agreement, dated as of August 27, 2021, among Chewy, Inc., the Lenders (as defined therein) from time to time party hereto, Wells Fargo Bank, National Association as administrative agent, and JPMorgan Chase Bank, N.A. as syndication agent.
104    The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

 

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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.

 

CHEWY, INC.
By:  

/s/ Susan Helfrick

Name:   Susan Helfrick
Title:   General Counsel

Date:     September 1, 2021

 

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