UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event
reported): July 11, 2023 (
(Exact Name of Registrant as Specified in its Charter)
|
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) | ||
(Address of Principal Executive Offices)
Registrant’s Telephone Number, Including Area Code
______________________________________________
(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 communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||
| Pre-commencement communication 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 |
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. o
Item 1.01 Entry into a Material Definitive Agreement.
On July 7, 2023, The Chefs’ Warehouse, Inc. (the “Company”) entered into a sixth amendment (the “Sixth Amendment”) to its senior secured asset-based revolving credit agreement, originally dated as of June 29, 2018 (as amended, restated, supplemented or otherwise modified prior to the date of the Sixth Amendment, the “Existing Credit Agreement”), by and among the Company, Chefs’ Warehouse Parent, LLC, as borrower (“CW Parent”), Dairyland USA Corporation, as borrower (“Dairyland”, and together with CW Parent, the “Borrowers”), certain other subsidiaries of the Company, as guarantors, the lenders party thereto and BMO Harris Bank N.A., as administrative agent (the “Administrative Agent”), which, among other things, (i) increases the amount of commitments from $200,000,000 to $300,000,000, (ii) increases the sublimit for swingline loans from $25,000,000 to $37,500,000, (iii) increases the sublimit of the letter of credit facility from $30,000,000 to $35,000,000, (iv) increases the margin applicable to outstanding loans which now varies between 1.50% and 1.75% for loans accruing interest by reference to Term SOFR and 0.75% and 1.00% for loans accruing interest by reference to base rate, depending on the average daily amount of availability during the applicable fiscal quarter, and (vi) amends certain other provisions as specified therein.
The Company has customary corporate and commercial banking relationships with the lenders, the administrative agent and their affiliates.
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.
| THE CHEFS’ WAREHOUSE, INC. | ||
| By: | /s/ Alexandros Aldous | |
| Name: | Alexandros Aldous | |
| Title: | General Counsel, Corporate Secretary and Chief Government Relations Officer | |
Date: July 11, 2023
Cover |
Jul. 07, 2023 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | Jul. 07, 2023 |
| Entity File Number | 001-35249 |
| Entity Registrant Name | THE CHEFS’ WAREHOUSE, INC. |
| Entity Central Index Key | 0001517175 |
| Entity Tax Identification Number | 20-3031526 |
| Entity Incorporation, State or Country Code | DE |
| Entity Address, Address Line One | 100 East Ridge Road |
| Entity Address, City or Town | Ridgefield |
| Entity Address, State or Province | CT |
| Entity Address, Postal Zip Code | 06877 |
| City Area Code | (203) |
| Local Phone Number | 894-1345 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock, $0.01 par value |
| Trading Symbol | CHEF |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |