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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/01/20 Houghton Mifflin Harcourt Co 8-K:2 3/30/20 10:152K ActiveDisclosure/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 31K 6: R1 Document And Entity Information HTML 47K 10: XML IDEA XML File -- Filing Summary XML 11K 8: XML XBRL Instance -- hmhc-8k_20200330_htm XML 14K 9: EXCEL IDEA Workbook of Financial Reports XLSX 6K 3: EX-101.LAB XBRL Labels -- hmhc-20200330_lab XML 56K 4: EX-101.PRE XBRL Presentations -- hmhc-20200330_pre XML 34K 2: EX-101.SCH XBRL Schema -- hmhc-20200330 XSD 18K 7: JSON XBRL Instance as JSON Data -- MetaLinks 12± 19K 5: ZIP XBRL Zipped Folder -- 0001564590-20-014655-xbrl Zip 10K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM i 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): i March 30, 2020
HOUGHTON MIFFLIN HARCOURT COMPANY
(Exact name of registrant as specified in its charter)
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i Delaware |
i 27-1566372 |
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(State or other jurisdiction of incorporation) |
(Commission File No.) |
(IRS Employer Identification No.) |
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i 125 High Street |
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i 02110 |
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(Address of principal executive offices) |
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(Zip Code) |
( i 617) i 351-5000
(Registrant’s telephone number, including area code)
NOT APPLICABLE
(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:
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i ☐ |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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i ☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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:
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Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
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i Common Stock, $0.01 par value |
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i HMHC |
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i The Nasdaq Stock Market LLC |
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 i ☐
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. ☐
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Item 2.03. |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
As previously disclosed, Houghton Mifflin Harcourt Company (the “Company”) is party to a second amended and restated revolving credit agreement (the “Revolving Credit Agreement”), dated as of November 22, 2019, governing the second amended and restated senior secured asset-based revolving credit facility (the “ABL Credit Facility”) by and among the Company, as borrower, certain subsidiaries of the Company, as guarantors, the lenders party thereto, and Citibank, N.A. as administrative agent and collateral agent. A copy of the Revolving Credit Agreement was filed as an exhibit to the Company's Form 8-K, filed with the SEC on November 25, 2019. As previously disclosed in its Form 8-K filed on March 27, 2020, the Company elected to draw down $100 million on the ABL Credit Facility on March 24, 2020.
On March 30, 2020, the Company elected to draw down $50 million on the ABL Credit Facility. As with the previous $100 million drawdown, the Company took this action as a precautionary measure in order to increase the Company’s cash position and help maintain financial flexibility in light of the current uncertainty resulting from the COVID-19 pandemic. The proceeds from this drawdown will be available to be used for working capital, general corporate or other purposes. Immediately following this second drawdown on March 30, 2020, more than $14 million of borrowing capacity remained available under the ABL Credit Facility, subject to the terms and conditions of the ABL Credit Facility. Subject to such terms and conditions, the Company may draw down all or a portion of the remaining available amount.
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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.
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HOUGHTON MIFFLIN HARCOURT COMPANY |
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Dated: April 1, 2020 |
By: |
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Name: |
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Title: |
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Executive Vice President, Secretary and General Counsel |
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| This ‘8-K’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 4/1/20 | |||
| For Period end: | 3/30/20 | |||
| 3/27/20 | 8-K, DEF 14A, DEFA14A | |||
| 3/24/20 | 8-K | |||
| 11/25/19 | 8-K | |||
| 11/22/19 | 8-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 11/25/20 Houghton Mifflin Harcourt Co. 424B3 1:248K Donnelley … Solutions/FA 11/17/20 Houghton Mifflin Harcourt Co. S-3 3:340K Donnelley … Solutions/FA |