Current Report — Form 8-K Filing Table of Contents
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(State
or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
iOne Applied Plaza
iCleveland
iOhio
i44115
(Address
of Principal Executive Offices)
(Zip Code)
(i216) i426-4000
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 (see General Instruction A.2. below):
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, without par value
iAIT
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.
o
ITEM 1.01Entry into a Material Definitive Agreement.
On March 26, 2021, Applied Industrial Technologies, Inc. (the “Company”) amended its accounts receivable securitization facility (the “Receivables Facility”), extending its maturity to March 26, 2024. The Receivables
Facility had been set to expire on August 31, 2021. The amendment of the Receivables Facility included (a) an Amendment No. 1 to Receivables Financing Agreement and Reaffirmation of Performance Guaranty by and among the Company, as servicer, AIT Receivables LLC (“AIT Receivables”), a wholly‑owned special purpose subsidiary of the Company, as borrower, PNC Bank, National Association (“PNC”), as administrative agent, PNC Capital Markets LLC, as structuring agent and certain additional persons from time to time party thereto, as lenders, and (b) an Amendment No. 2 to Purchase and Sale Agreement by and among AIT Receivables, the
Company and certain of its wholly-owned subsidiaries, as originators (together, the “Receivables Facility Amendments”).
Pursuant to the Receivables Facility Amendments, two additional subsidiaries of the Company joined the existing originators in contributing current and future trade receivables to the pool of financed receivables. As a result, the maximum amount potentially available to borrow under the Receivables Facility, based on eligibility of the contributed receivables, increased from US$175 million to US$250 million. The amended Receivables Facility terminates on March
26, 2024, unless terminated earlier pursuant to its terms, and increases the Company’s available funding capacity for future working capital and general corporate purposes. In connection with these transactions, AIT Receivables paid customary fees to the lenders.
The foregoing description of the Receivables Facility Amendments is qualified in its entirety by reference to the full text of each of the Receivables Facility Amendments, copies of which are respectively attached hereto as Exhibit 10.1 and Exhibit 10.2 and are incorporated herein by reference.
ITEM
2.03Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.03.
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, thereunto duly authorized.
