UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01. | Entry into a Material Definitive Agreement. |
As reported in a Form 8-K filed by SPX Technologies, Inc. (the “Company”) on August 15, 2022, on August 12, 2022 SPX Corporation (the “Former Parent Corporation”) and its then wholly owned subsidiary SPX Enterprises, LLC (“SPXE”) entered into an Amended and Restated Credit Agreement (the “Credit Agreement”) with a syndicate of lenders, Deutsche Bank AG, as foreign trade facility agent, and Bank of America, N.A., as administrative agent. As required by the Credit Agreement, on August 23, 2022, the Company entered into an Assumption Agreement, dated as of August 23, 2022 (the “Assumption Agreement”), pursuant to which the Company joined the Credit Agreement and other applicable loan documentation related to the Credit Agreement, assumed all of the obligations of the Former Parent Corporation thereunder and provided a guarantee and pledge of collateral (including 100% of the capital stock of SPXE) with respect thereto. In addition, on August 23, 2022, SPXE entered into a First Amendment to Amended and Restated Credit Agreement and Amendment to Amended and Restated Guarantee and Collateral Agreement, dated as of August 23, 2022 (the “Amendment”), which made certain conforming changes to the Credit Agreement and such other applicable loan documentation to reflect the joinder of the Company thereto. The foregoing description of the Assumption Agreement and the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Assumption Agreement, which is filed as Exhibit 10.1 and is incorporated by reference herein, and the Amendment, which is filed as Exhibit 10.2 and is incorporated by reference herein.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information included in Item 1.01 hereof is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. |
Description | |
| 10.1 | Assumption Agreement, dated as of August 23, 2022, among SPX Technologies, Inc., the other loan parties party thereto, and Bank of America, N.A., as Administrative Agent | |
| 10.2 | First Amendment to Amended and Restated Credit Agreement and Amendment to Amended and Restated Guarantee and Collateral Agreement, dated as of August 23, 2022, between SPX Enterprises, LLC and Bank of America, N.A., as Administrative Agent | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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.
| SPX TECHNOLOGIES, INC. | ||
| Date: August 24, 2022 | By: | /s/ John W. Nurkin |
| John W. Nurkin | ||
| Vice President, General Counsel and Secretary | ||