Document/ExhibitDescriptionPagesSize 1: 8-K Current Report HTML 26K
2: EX-10.1 Material Contract HTML 702K
3: EX-99.1 Miscellaneous Exhibit HTML 27K
8: R1 Cover Page HTML 41K
10: XML IDEA XML File -- Filing Summary XML 12K
13: XML XBRL Instance -- utz-20240417_htm XML 13K
9: EXCEL IDEA Workbook of Financial Report Info XLSX 8K
5: EX-101.DEF XBRL Definitions -- utz-20240417_def XML 36K
6: EX-101.LAB XBRL Labels -- utz-20240417_lab XML 67K
7: EX-101.PRE XBRL Presentations -- utz-20240417_pre XML 36K
4: EX-101.SCH XBRL Schema -- utz-20240417 XSD 11K
11: JSON XBRL Instance as JSON Data -- MetaLinks 12± 18K
12: ZIP XBRL Zipped Folder -- 0001739566-24-000062-xbrl Zip 242K
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including
area code: (i717) i637-6644
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:
i☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐ 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 $0.0001 per share
UTZ
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 ii☐/
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 April 17, 2024 (the “Refinancing Date”) Utz Quality Foods, LLC, a Delaware limited liability company (“Borrower”), a subsidiary of Utz Brands, Inc. (the “Company”), entered into an amendment to that certain First Lien Credit Agreement, dated as of November 21, 2017 (as amended, restated, amended and restated, supplemented or otherwise modified prior to the date hereof, (the “Existing Credit
Agreement”) to effectuate a new senior secured term loan facility (the “Refinancing Facility”) which refinances in full all of the outstanding term loans of the Borrower and the other borrowers from time to time party thereto, and reduces the interest rate on the Refinancing Facility from the Secured Overnight Financing Rate (“SOFR”) rate + a credit spread adjustment + 3.00% to the SOFR rate +2.75%, as well as certain other changes to the Existing Credit Agreement. Pursuant to the Refinancing Facility, the Borrower refinanced, in full, outstanding term loans having a principal amount of $630 million as of the Refinancing Date. Except as set forth herein, the material terms of the Refinancing Facility, including the January 2028 maturity date, remain unchanged. Under the amended terms of the Term Loan, the Company estimates
that the repricing of debt will produce cash interest expense savings of approximately $2 million annually.
The foregoing description of the Refinancing Facility is not complete and is qualified in its entirety by reference to the full text of the Refinancing Facility, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated into this Item 1.01 by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The description of the Refinancing Facility provided under Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 2.03 by reference.
Item 7.01 Regulation FD Disclosure
On
April 18, 2024, in connection with the transactions described under Item 1.01 and certain other transactions, the Company issued a press release. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein. The information in this Item 7.01 and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (“Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended (“Securities Act”) or the Exchange Act, except as expressly set forth by specific reference in such filing.
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.
