Document/ExhibitDescriptionPagesSize 1: 8-K Current Report HTML 31K
2: EX-10.1 Material Contract HTML 112K
6: R1 Cover Page HTML 47K
9: XML IDEA XML File -- Filing Summary XML 11K
7: XML XBRL Instance -- hni-20230314_htm XML 15K
8: EXCEL IDEA Workbook of Financial Reports XLSX 8K
4: EX-101.LAB XBRL Labels -- hni-20230314_lab XML 71K
5: EX-101.PRE XBRL Presentations -- hni-20230314_pre XML 34K
3: EX-101.SCH XBRL Schema -- hni-20230314 XSD 10K
10: JSON XBRL Instance as JSON Data -- MetaLinks 12± 17K
11: ZIP XBRL Zipped Folder -- 0000048287-23-000116-xbrl Zip 35K
(State
or other jurisdiction of incorporation or organization)
(Commission File Number)
(IRS Employer Identification No.)
i600 East Second Street
iP.
O. Box 1109
iMuscatine, iIowai52761-0071
(Address of principal executive offices)
(Zip Code)
(i563) i272-7400
(Registrant’s telephone number, including area code)
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
iCommon Stock
iHNI
iNew
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
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. ☐
Item 1.01 Entry into a Material Definitive Agreement.
Credit Agreement Amendment
On
March 14, 2023, HNI Corporation (“HNI” or the “Company”) entered into the First Amendment to Fourth Amended and Restated Credit Agreement (the “First Amendment”), which amends the Fourth Amended & Restated Credit Agreement (the “Existing Credit Agreement”) among the Company, as borrower, certain domestic subsidiaries of the Company, as guarantors, certain lenders and Wells Fargo Bank, National Association, as administrative agent.
The First Amendment amends the Existing Credit Agreement to, among other things, (i) make $160.0 million of the commitments
under the Existing Credit Agreement available for, subject to the satisfaction of certain limited conditions, the consummation of the proposed merger (the “Acquisition”) of Ozark Merger Sub, Inc., a subsidiary of the Company, with and into Kimball International, Inc. (the “Target”), including the payment of a portion of the consideration for the Acquisition, the repayment of indebtedness of the Target and the payment of fees, costs, commissions and expenses in connection with the foregoing, (ii) following (x) the payment and termination in full of the Company's 4.22% Series A Senior Notes due May 31, 2025 and 4.40% Series B Senior Notes due May 31, 2028 (collectively, the "Senior Notes")
or (y) an amendment to the documentation for the Senior Notes to revise, remove or conform the applicable corresponding provision (or the issuance of new Senior Notes that do not include such provision or include a revised or conformed version of such provision) (clauses (x) and (y), a "Senior Notes Event") make certain changes to the calculation of consolidated EBITDA under the Existing Credit Agreement, (iii) revise the leverage ratio financial covenant to (A) following a Senior Notes Event, revise the leverage ratio financial covenant to (A) increase the maximum level permitted thereunder to 3.75:1.00 (or, for any quarter during which the Acquisition or any other material permitted acquisitions have occurred and the 3 consecutive quarters thereafter, 4.25:1.00) and (B) permit the deduction of unrestricted cash in calculating the leverage ratio and (iv) increase the aggregate amount of additional loans permitted under the Existing Credit Agreement from $150,000,000
to $250,000,000.
The foregoing description does not purport to be complete and is qualified in its entirety by reference to the full and complete text of the First Amendment, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Cover Page Interactive Data File
(embedded within the Inline XBRL document)
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.
