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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 10/03/23 Radiant Logistics, Inc. 8-K:1,2,9 9/27/23 11:2.3M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 54K 2: EX-10.1 Material Contract HTML 1.93M 6: R1 Document And Entity Information HTML 49K 9: XML IDEA XML File -- Filing Summary XML 11K 7: XML XBRL Instance -- rlgt-20230927_htm XML 16K 8: EXCEL IDEA Workbook of Financial Report Info XLSX 8K 5: EX-101.LAB XBRL Labels -- rlgt-20230927_lab XML 43K 4: EX-101.PRE XBRL Presentations -- rlgt-20230927_pre XML 33K 3: EX-101.SCH XBRL Schema -- rlgt-20230927 XSD 11K 10: JSON XBRL Instance as JSON Data -- MetaLinks 12± 19K 11: ZIP XBRL Zipped Folder -- 0000950170-23-051645-xbrl Zip 264K
| 8-K |
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 September 27, 2023 |
i RADIANT LOGISTICS, INC.
(Exact name of Registrant as Specified in Its Charter)
i Delaware |
i 04-3625550 |
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(State or Other Jurisdiction |
(Commission File Number) |
(IRS Employer |
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i Triton Towers Two i 700 S. Renton Village Place i Seventh Floor |
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i Renton, i Washington |
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i 98057 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
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Registrant’s Telephone Number, Including Area Code: i 425 i 462-1094 |
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(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:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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i Common Stock, $0.001 Par Value |
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i RLGT |
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i NYSE American 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. ☐
Item 1.01 Entry into a Material Definitive Agreement.
Amendment to Credit Facility
As previously reported in a Current Report on Form 8-K filed August 11, 2022, Radiant Logistics, Inc. (the “Company,” “we” or “us”) and Radiant Global Logistics, Inc. (“RGLI”) entered into a USD$200.0 million syndicated, revolving credit facility (the “Credit Facility”) pursuant to a Credit Agreement dated as of August 5, 2022 (the “Original Credit Agreement”). The Original Credit Facility was entered into with Bank of America, N.A. and BMO Capital Markets Corp. as joint book runners and joint lead arrangers, Bank of America, N.A. as Administrative Agent, Swingline Lender and Letter of Credit Issuer, Bank of Montreal as syndication agent, KeyBank National Association and MUFG Union Bank, N.A. as co-documentation agents and Bank of America, N. A., Bank of Montreal, Keybank National Association, MFUG Union Bank, N.A. and Washington Federal Bank, National Association as lenders (such named lenders are collectively referred to herein as “Lenders”).
On September 27, 2023, the Company and the Lenders entered into the First Amendment to Credit Agreement and Consent (the “First Amendment”). The First Amendment amends the Original Credit Agreement (the Original Credit Agreement as amended by the First Amendment shall be referred to as the “Amended Credit Agreement”) for the principal purpose of permitting the Company to borrow up to $50,000,000 in Canadian Dollars. The First Amendment elevated Radiant Global Logistics (Canada) Inc. from a Guarantor to a Borrower under the Credit Facility. In addition, the First Amendment divided the $200,000,000 facility into two tranches: a) a $150,000,000 tranche which will be loaned exclusively in United States Dollars (“Tranche A”); and b) a $50,000,000 tranche that may be loaned in either United States Dollars or an Alternative Currency (“Tranche B”). Alternative Currency means Canadian Dollars or any other currency approved by the Lenders in the future in accordance with the terms of Amended Credit Agreement. All of the Lenders are lenders under Tranche A and all of the Lenders other than Washington Federal Bank, National Association are lenders under Tranche B. The interest rates applicable to United Stated Dollars borrowings under Tranche A or Tranche B remain unchanged. Borrowings of Canadian Dollars under Tranche B accrue interest (at the Company’s option), at a) Term Canadian Overnight Repo Rate Average (“CORRA”) plus (i) 0.29547% for loans with an Interest Period of one-month or 0.32138% for loans with an Interest Period of three-months, plus (ii) 1.40% to 2.40% as adjusted depending on the Company’s Consolidated Net Leverage Ratio and b) Daily Simple CORRA plus (i) 0.29547%, plus (ii) 1.40% to 2.40% as adjusted depending on the Company’s Consolidated Net Leverage Ratio.
The foregoing description of the Amended Credit Facility does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended Credit Agreement, a copy of which is filed herewith as Exhibit 10.1, and is incorporated by reference herein.
Item 2.03 Creation 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 herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
No. |
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Description |
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10.1 |
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104 |
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Cover Page Interactive Data (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.
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Radiant Logistics, Inc. |
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Date: |
By: |
/s/ Todd Macomber |
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Todd Macomber |
| This ‘8-K’ Filing | Date | Other Filings | ||
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| Filed on: | 10/3/23 | |||
| For Period end: | 9/27/23 | |||
| 8/11/22 | 8-K | |||
| 8/5/22 | 8-K | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/08/24 Radiant Logistics, Inc. 10-Q 12/31/23 81:11M Donnelley … Solutions/FA 11/09/23 Radiant Logistics, Inc. 10-Q 9/30/23 87:11M Donnelley … Solutions/FA |