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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 8/07/13 Griffon Corp 10-Q 6/30/13 159:24M Command Financial |
Document/Exhibit Description Pages Size
1: 10-Q Quarterly Report HTML 1.05M
2: EX-10.1 First Amendment to Amended and Restated Credit HTML 56K
Agreement
3: EX-10.2 Form of Indemnification Agreement Between Griffon HTML 104K
Corporation and Each of Its Directors and
Officers.
4: EX-31.1 Certification -- §302 - SOA'02 HTML 49K
5: EX-31.2 Certification -- §302 - SOA'02 HTML 49K
6: EX-32 Certifications Pursuant to 18 U.S.C. Section 1350 HTML 44K
as Adopted Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
154: R1 Document And Entity Information HTML 68K
96: R2 Condensed Consolidated Balance Sheets HTML 125K
90: R3 Condensed Consolidated Balance Sheets HTML 49K
(Parentheticals)
20: R4 Condensed Consolidated Statement of Shareholders' HTML 83K
Equity
94: R5 Condensed Consolidated Statements of Operations HTML 121K
and Comprehensive Income (Loss)
61: R6 Condensed Consolidated Statements of Cash Flows HTML 141K
128: R7 Description of Business and Basis of Presentation HTML 53K
64: R8 Fair Value Measurements HTML 52K
71: R9 Acquisition HTML 61K
21: R10 Inventories HTML 52K
67: R11 Property, Plant and Equipment HTML 55K
127: R12 Goodwill and Other Intangibles HTML 75K
119: R13 Income Taxes HTML 47K
91: R14 Long-Term Debt HTML 215K
147: R15 Shareholders' Equity HTML 58K
125: R16 Earnings Per Share (Eps) HTML 57K
17: R17 Business Segments HTML 138K
27: R18 Defined Benefit Pension Expense HTML 61K
146: R19 Recent Accounting Pronouncements HTML 49K
152: R20 Discontinued Operations HTML 60K
156: R21 Restructuring and Other Related Charges HTML 83K
150: R22 Other Income HTML 46K
107: R23 Warranty Liability HTML 56K
22: R24 Commitments and Contingencies HTML 54K
59: R25 Consolidating Guarantor and Non-Guarantor HTML 507K
Financial Information
37: R26 Accounting Policies, by Policy (Policies) HTML 50K
36: R27 Acquisition (Tables) HTML 57K
73: R28 Inventories (Tables) HTML 51K
106: R29 Property, Plant and Equipment (Tables) HTML 53K
122: R30 Goodwill and Other Intangibles (Tables) HTML 72K
45: R31 Long-Term Debt (Tables) HTML 231K
74: R32 Earnings Per Share (Eps) (Tables) HTML 55K
136: R33 Business Segments (Tables) HTML 134K
40: R34 Defined Benefit Pension Expense (Tables) HTML 62K
116: R35 Discontinued Operations (Tables) HTML 58K
117: R36 Restructuring and Other Related Charges (Tables) HTML 82K
78: R37 Warranty Liability (Tables) HTML 55K
35: R38 Consolidating Guarantor and Non-Guarantor HTML 507K
Financial Information (Tables)
113: R39 Description of Business and Basis of Presentation HTML 46K
(Details)
43: R40 Fair Value Measurements (Details) HTML 86K
72: R41 Acquisition (Details) HTML 48K
124: R42 Acquisition (Details) - Summary of Fair Values of HTML 59K
Assets Acquired
54: R43 Acquisition (Details) - Summary of Goodwill and HTML 58K
Intangible Asset Classifications
108: R44 INVENTORIES (Details) - Summary of Inventories HTML 52K
stated at lower cost
89: R45 Property, Plant and Equipment (Details) HTML 45K
39: R46 Property, Plant and Equipment (Details) - Summary HTML 54K
of property plant and equipment
132: R47 Goodwill and Other Intangibles (Details) HTML 46K
32: R48 Goodwill and Other Intangibles (Details) - Summary HTML 51K
of changes in carrying value of goodwill
44: R49 Goodwill and Other Intangibles (Details) - Summary HTML 58K
of gross carrying value and accumulated
amortization of intangible assets
88: R50 Income Taxes (Details) HTML 52K
100: R51 Long-Term Debt (Details) HTML 349K
130: R52 Long-Term Debt (Details) - Summary of Long-Term HTML 115K
Debt
18: R53 Long-Term Debt (Details) - Summary of Interest HTML 120K
Expense Incurred
111: R54 Shareholders' Equity (Details) HTML 117K
82: R55 EARNINGS PER SHARE (EPS) (Details) - Summary of HTML 56K
reconciliation of share amounts used in earnings
per share
26: R56 BUSINESS SEGMENTS (Details) - Schedule of Summary HTML 112K
of Reconciliation of Segment Profit Before Taxes
and Operations
34: R57 BUSINESS SEGMENTS (Details) - Schedule of summary HTML 53K
of segment assets
95: R58 Defined Benefit Pension Expense (Details) HTML 52K
141: R59 Defined Benefit Pension Expense (Details) - HTML 65K
Summary of defined benefit pension expense
159: R60 Discontinued Operations (Details) HTML 45K
158: R61 Discontinued Operations (Details) - Summary of HTML 58K
discontinued operations
120: R62 Restructuring and Other Related Charges (Details) HTML 66K
52: R63 Restructuring and Other Related Charges (Details) HTML 52K
- Summary of restructuring and other related
charges
47: R64 Restructuring and Other Related Charges (Details) HTML 55K
- Summary of accrued liability for the
restructuring and related charges
112: R65 Other Income (Details) HTML 48K
139: R66 Warranty Liability (Details) HTML 45K
24: R67 Warranty Liability (Details) - Summary of changes HTML 51K
in warrant liability included in Accrued
liabilities
149: R68 Commitments and Contingencies (Details) HTML 45K
55: R69 Consolidating Guarantor and Non-Guarantor HTML 46K
Financial Information (Details)
79: R70 Consolidating Guarantor and Non-Guarantor HTML 169K
Financial Information (Details) - Summary of
consolidated balance sheets
75: R71 Consolidating Guarantor and Non-Guarantor HTML 143K
Financial Information (Details) - Summary of
consolidated statement of operations and
comprehensive income
50: R72 Consolidating Guarantor and Non-Guarantor HTML 159K
Financial Information (Details) - Summary of
consolidated cash flows
86: XML IDEA XML File -- Filing Summary XML 165K
157: XML.R1 Document And Entity Information XML 165K
69: XML.R2 Condensed Consolidated Balance Sheets XML 307K
105: XML.R3 Condensed Consolidated Balance Sheets XML 80K
(Parentheticals)
85: XML.R4 Condensed Consolidated Statement of Shareholders' XML 523K
Equity
81: XML.R5 Condensed Consolidated Statements of Operations XML 444K
and Comprehensive Income (Loss)
15: XML.R6 Condensed Consolidated Statements of Cash Flows XML 393K
98: XML.R7 Description of Business and Basis of Presentation XML 67K
14: XML.R8 Fair Value Measurements XML 64K
51: XML.R9 Acquisition XML 76K
77: XML.R10 Inventories XML 68K
65: XML.R11 Property, Plant and Equipment XML 70K
57: XML.R12 Goodwill and Other Intangibles XML 94K
133: XML.R13 Income Taxes XML 61K
68: XML.R14 Long-Term Debt XML 262K
151: XML.R15 Shareholders' Equity XML 68K
102: XML.R16 Earnings Per Share (Eps) XML 74K
99: XML.R17 Business Segments XML 172K
104: XML.R18 Defined Benefit Pension Expense XML 79K
42: XML.R19 Recent Accounting Pronouncements XML 62K
93: XML.R20 Discontinued Operations XML 75K
121: XML.R21 Restructuring and Other Related Charges XML 104K
126: XML.R22 Other Income XML 60K
135: XML.R23 Warranty Liability XML 73K
76: XML.R24 Commitments and Contingencies XML 67K
31: XML.R25 Consolidating Guarantor and Non-Guarantor XML 613K
Financial Information
144: XML.R26 Accounting Policies, by Policy (Policies) XML 68K
103: XML.R27 Acquisition (Tables) XML 78K
145: XML.R28 Inventories (Tables) XML 66K
23: XML.R29 Property, Plant and Equipment (Tables) XML 69K
118: XML.R30 Goodwill and Other Intangibles (Tables) XML 97K
115: XML.R31 Long-Term Debt (Tables) XML 282K
30: XML.R32 Earnings Per Share (Eps) (Tables) XML 72K
148: XML.R33 Business Segments (Tables) XML 172K
28: XML.R34 Defined Benefit Pension Expense (Tables) XML 79K
153: XML.R35 Discontinued Operations (Tables) XML 74K
138: XML.R36 Restructuring and Other Related Charges (Tables) XML 107K
131: XML.R37 Warranty Liability (Tables) XML 72K
134: XML.R38 Consolidating Guarantor and Non-Guarantor XML 623K
Financial Information (Tables)
84: XML.R39 Description of Business and Basis of Presentation XML 66K
(Details)
62: XML.R40 Fair Value Measurements (Details) XML 757K
155: XML.R41 Acquisition (Details) XML 136K
114: XML.R42 Acquisition (Details) - Summary of Fair Values of XML 134K
Assets Acquired
143: XML.R43 Acquisition (Details) - Summary of Goodwill and XML 161K
Intangible Asset Classifications
29: XML.R44 INVENTORIES (Details) - Summary of Inventories XML 96K
stated at lower cost
101: XML.R45 Property, Plant and Equipment (Details) XML 89K
58: XML.R46 Property, Plant and Equipment (Details) - Summary XML 195K
of property plant and equipment
97: XML.R47 Goodwill and Other Intangibles (Details) XML 89K
87: XML.R48 Goodwill and Other Intangibles (Details) - Summary XML 211K
of changes in carrying value of goodwill
46: XML.R49 Goodwill and Other Intangibles (Details) - Summary XML 229K
of gross carrying value and accumulated
amortization of intangible assets
109: XML.R50 Income Taxes (Details) XML 121K
48: XML.R51 Long-Term Debt (Details) XML 7.25M
63: XML.R52 Long-Term Debt (Details) - Summary of Long-Term XML 989K
Debt
16: XML.R53 Long-Term Debt (Details) - Summary of Interest XML 1.38M
Expense Incurred
129: XML.R54 Shareholders' Equity (Details) XML 1.05M
140: XML.R55 EARNINGS PER SHARE (EPS) (Details) - Summary of XML 169K
reconciliation of share amounts used in earnings
per share
38: XML.R56 BUSINESS SEGMENTS (Details) - Schedule of Summary XML 1.44M
of Reconciliation of Segment Profit Before Taxes
and Operations
41: XML.R57 BUSINESS SEGMENTS (Details) - Schedule of summary XML 259K
of segment assets
19: XML.R58 Defined Benefit Pension Expense (Details) XML 102K
142: XML.R59 Defined Benefit Pension Expense (Details) - XML 201K
Summary of defined benefit pension expense
80: XML.R60 Discontinued Operations (Details) XML 89K
70: XML.R61 Discontinued Operations (Details) - Summary of XML 121K
discontinued operations
66: XML.R62 Restructuring and Other Related Charges (Details) XML 595K
137: XML.R63 Restructuring and Other Related Charges (Details) XML 358K
- Summary of restructuring and other related
charges
110: XML.R64 Restructuring and Other Related Charges (Details) XML 247K
- Summary of accrued liability for the
restructuring and related charges
33: XML.R65 Other Income (Details) XML 103K
49: XML.R66 Warranty Liability (Details) XML 119K
60: XML.R67 Warranty Liability (Details) - Summary of changes XML 128K
in warrant liability included in Accrued
liabilities
25: XML.R68 Commitments and Contingencies (Details) XML 66K
56: XML.R69 Consolidating Guarantor and Non-Guarantor XML 77K
Financial Information (Details)
92: XML.R70 Consolidating Guarantor and Non-Guarantor XML 1.97M
Financial Information (Details) - Summary of
consolidated balance sheets
13: XML.R71 Consolidating Guarantor and Non-Guarantor XML 2.12M
Financial Information (Details) - Summary of
consolidated statement of operations and
comprehensive income
123: XML.R72 Consolidating Guarantor and Non-Guarantor XML 2.08M
Financial Information (Details) - Summary of
consolidated cash flows
83: EXCEL IDEA Workbook of Financial Reports (.xls) XLS 3.82M
7: EX-101.INS XBRL Instance -- gff-20130630 XML 5.77M
9: EX-101.CAL XBRL Calculations -- gff-20130630_cal XML 213K
10: EX-101.DEF XBRL Definitions -- gff-20130630_def XML 881K
11: EX-101.LAB XBRL Labels -- gff-20130630_lab XML 1.30M
12: EX-101.PRE XBRL Presentations -- gff-20130630_pre XML 872K
8: EX-101.SCH XBRL Schema -- gff-20130630 XSD 250K
53: ZIP XBRL Zipped Folder -- 0000930413-13-004128-xbrl Zip 267K
Exhibit 10.1
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT
FIRST AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Agreement”), dated as of June 11, 2013, to that certain Amended and Restated Credit Agreement, dated as of March 28, 2013 (as amended, supplemented or otherwise modified through the date hereof, the “Credit Agreement”) among GRIFFON CORPORATION, a Delaware corporation (the “Borrower”) the several banks and other financial institutions or entities from time to time parties thereto (the “Lenders”), DEUTSCHE BANK SECURITIES INC., as syndication agent, WELLS FARGO BANK, NATIONAL ASSOCIATION, HSBC BANK USA, N.A, and RBS CITIZENS, N.A., as co-documentation agents, and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, the “Administrative Agent”).
RECITALS:
WHEREAS, pursuant to Section 10.02 of the Credit Agreement, the Credit Agreement may be amended by a written document entered into by the Administrative Agent, with the consent of the Required Lenders;
WHEREAS, the Borrower has requested that the Credit Agreement be amended as set forth herein; and
WHEREAS, the Required Lenders are willing to agree to this Amendment on the terms set forth herein.
NOW, THEREFORE, in consideration of the premises and mutual covenants contained herein, and for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto hereby agree as follows:
Section 1. Defined Terms. Unless otherwise specifically defined herein, each term used herein (including in the recitals above) has the meaning assigned to such term in the Credit Agreement.
Section 2. Amendment to Credit Agreement.
2.1 Amendments to Section 7.07 (Restricted Payments). Clause (h) of Section 7.07 of the Credit Agreement is hereby amended by deleting the phrase “within 90 days of the Restatement Effective Date,” and replacing it with “on or prior to December 31, 2013”.
Section 3. Conditions. This Agreement shall become effective on the date (the “Amendment Effective Date”) on which all of the following conditions precedent have been satisfied or waived:
(a) the Administrative Agent shall have received this Agreement, duly executed and delivered by a duly authorized officer of each of (A) the Borrower, (B) the Administrative Agent and (C) the Required Lenders;
(b) the Administrative Agent shall have received all fees and other amounts due and payable on or prior to the date hereof, including, to the extent invoiced, reimbursement or payment of all out-of-pocket expenses (including fees, charges and disbursements of counsel) required to be reimbursed or paid by any Loan Party hereunder or under any Loan Document;
C:
(c) the representations and warranties of the Borrower set forth in the Credit Agreement, and of each Loan Party in each of the Loan Documents to which it is a party, shall be true and correct in all material respects on and as of the Amendment Effective Date; provided that any representation and warranty that expressly relates to a given date shall be true and correct in all material respects as of such given date; and
(d) no Default shall have occurred and be continuing.
Section 4. Representations and Warranties. The Borrower hereby represents and warrants that (a) each of the representations and warranties of the Borrower set forth in the Credit Agreement, and of each Loan Party in each of the Loan Documents to which it is a party, are true and correct in all material respects as if made on and as of the Amendment Effective Date (or to the extent that any representation and warranty expressly relates to a given date, as of such given date); provided that each reference to the Credit Agreement therein shall be deemed to be a reference to the Credit Agreement after giving effect to this Agreement and (b) at the time of and immediately after giving effect to this Agreement, no Default has occurred and is continuing.
Section 5. Governing Law. This Agreement shall be construed in accordance with and governed by the law of the State of New York.
Section 6. Effect of This Agreement. Except as expressly set forth herein, this Agreement shall not by implication or otherwise limit, impair, constitute a waiver of or otherwise affect the rights and remedies of any Lender or the Administrative Agent under the Credit Agreement or any other Loan Document, and shall not alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document, all of which are ratified and affirmed in all respects and shall continue in full force and effect. Nothing herein shall be deemed to entitle any party to a consent to, or a waiver, amendment, modification or other change of, any of the terms, conditions, obligations, covenants or agreements contained in the Credit Agreement or any other Loan Document in similar or different circumstances.
Section 7. Counterparts. This Agreement may be signed in any number of counterparts, each of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument.
Section 8. Miscellaneous. This Agreement shall constitute a Loan Document for all purposes of the Credit Agreement. The Borrower shall pay all reasonable fees, costs and expenses of the Administrative Agent incurred in connection with the negotiation, preparation and execution of this Agreement and the transactions contemplated hereby.
[remainder of page intentionally left blank]
C:
| C: 2 |
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed as of the date first above written.
| GRIFFON CORPORATION | ||
| By: | /s/ Thomas D. Gibbons | |
| Name: | Thomas D. Gibbons | |
| Title: | Treasurer | |
| JPMORGAN CHASE BANK, N.A., as Administrative Agent and a Lender | |
| By: | /s/ Alicia Schreibstein |
|
Name: Alicia Schreibstein Title: Vice President
| |
| DEUTSCHE BANK AG NEW YORK BRANCH, as a Lender | |
| By: | /s/ Michael Getz |
|
Name: Michael Getz Title: Vice President
| |
| By: | /s/ Marcus M. Tarkington |
|
Name: Marcus M. Tarkington Title: Director
| |
| WELLS FARGO BANK, N.A., as a Lender | |
| By: | /s/ David Lewing |
|
Name: David Lewing Title: Sr. Vice President
| |
| 3 |
| HSBC Bank USA, N.A., as a Lender | |
| By: | /s/ Aidan R. Spoto |
|
Name: Aidan R. Spoto Title: VP, Relationship Manager
| |
| RBS CITIZENS, N.A., as a Lender | |
| By: | /s/ Colin Monaghan |
|
Name: Colin Monaghan Title: Vice President
| |
| Bank of America, N.A., as a Lender | |
| By: | /s/ Steven J. Melicharek |
|
Name: Steven J. Melicharek Title: Senior Vice President
| |
| Manufacturers and Traders Trust Company, as a Lender | |
| By: | /s/ William Terraglio |
|
Name: William Terraglio Title: Vice President
| |
C:
| 4 |
| This ‘10-Q’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| 12/31/13 | 10-Q, SD | |||
| Filed on: | 8/7/13 | 4 | ||
| For Period end: | 6/30/13 | |||
| 6/11/13 | ||||
| 3/28/13 | 8-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 11/16/23 Griffon Corp. 10-K 9/30/23 136:17M |