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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/28/22 Esab Corp. 8-K:1,9 6/28/22 11:1.1M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 25K 2: EX-10.1 Material Contract HTML 635K 6: R1 Document and Entity Information HTML 47K 9: XML IDEA XML File -- Filing Summary XML 12K 7: XML XBRL Instance -- d350571d8k_htm XML 14K 8: EXCEL IDEA Workbook of Financial Reports XLSX 6K 4: EX-101.LAB XBRL Labels -- esab-20220628_lab XML 55K 5: EX-101.PRE XBRL Presentations -- esab-20220628_pre XML 35K 3: EX-101.SCH XBRL Schema -- esab-20220628 XSD 12K 10: JSON XBRL Instance as JSON Data -- MetaLinks 12± 18K 11: ZIP XBRL Zipped Folder -- 0001193125-22-183941-xbrl Zip 153K
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 June 28, 2022
ESAB Corporation
(Exact name of registrant as specified in its charter)
i Delaware | i 001-41297 | i 87-0923837 | ||
(State or other jurisdiction or incorporations) |
(Commission File Number) |
(I.R.S. Employer Identification Number) |
i 909 Rose Avenue, i 8th Floor
i North Bethesda, i MD i 20852
(Address of Principal Executive Offices) (Zip Code)
i (301) i 323-9099
(Registrant’s telephone number, including area code)
Not applicable
(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 |
Name of each exchange on | ||
i Common Stock, par value $0.001 per share | i ESAB | i 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 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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. |
On June 28, 2022, ESAB Corporation (the “Company”) entered into Amendment No. 2 (the “Amendment”) to the credit agreement, dated as of April 4, 2022, as amended June 17, 2022, by and among the Company, as the lead borrower, the other loan parties from time to time party thereto, including certain subsidiaries of the Company identified therein, as guarantors, each of the lenders from time to time party thereto, Bank of America, N.A., as administrative agent, and the co-syndication agents, joint bookrunners and joint lead arrangers named therein (the “Credit Agreement”).
The Amendment, among other changes, provides for a senior term loan A facility in an initial aggregate principal amount of $600 million (the “New Term Loan”) to replace the Company’s existing $600 million 364-day senior term loan facility under the Credit Agreement (the “364-Day Facility”). The New Term Loan matures April 3, 2025. Proceeds from the New Term Loan were used to refinance the 364-Day Facility and to pay associated fees and expenses. The Company’s total borrowing capacity under the Credit Agreement remains unchanged.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
Exhibit |
Description of Exhibit | |
10.1 | Amendment No. 2 to Credit Agreement dated as of June 28, 2022. | |
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
2
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 thereunto duly authorized.
Date: June 28, 2022
ESAB CORPORATION | ||
By: | /s/ Kevin Johnson | |
Name: | Kevin Johnson | |
Title: | Chief Financial Officer |
This ‘8-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
4/3/25 | ||||
Filed on / For Period end: | 6/28/22 | |||
6/17/22 | ||||
4/4/22 | 3, 8-K | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 2/29/24 ESAB Corp. 10-K 12/31/23 127:15M 3/07/23 ESAB Corp. 10-K 12/31/22 124:16M 11/14/22 ESAB Corp. S-1 101:14M Donnelley … Solutions/FA 8/09/22 ESAB Corp. 10-Q 7/01/22 73:7.2M 7/21/22 ESAB Corp. DRS¶ 11/14/22 3:3.4M Donnelley … Solutions/FA |