UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 2, 2024 (
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| Item 1.01. | Entry into a Material Definitive Agreement. |
SiteOne Landscape Supply, Inc. (the “Company”) announced that certain of its subsidiaries have entered into the Second Amendment to the Second Amended and Restated Credit Agreement, dated as of July 2, 2024 (the “Second Amendment”), by and among SiteOne Landscape Supply Holding, LLC (“Holding”), SiteOne Landscape Supply, LLC (the “OpCo Borrower” and, together with Holding, the “Borrowers”), the several banks and other financial institutions party thereto, and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent (the “Administrative Agent”) that amends and restates the Second Amended and Restated Credit Agreement, dated as of March 23, 2021 (as amended, restated, supplemented or otherwise modified prior to the effectiveness of the Second Amendment, the “Existing Credit Agreement”; the Existing Credit Agreement as amended by the Second Amendment, the “Credit Agreement”), among the Borrowers, the several banks and other financial institutions party thereto from time to time and the Administrative Agent. The Second Amendment provides for an aggregate principal amount of approximately $393 million in term loans (“Tranche B Term Loans”), and makes certain other changes to the Existing Credit Agreement. Proceeds of the Tranche B Term Loans were used, among other things, (i) to repay in full the Initial Term Loans (as defined in the Credit Agreement) outstanding under the Existing Credit Agreement immediately prior to the effectiveness of the Second Amendment, (ii) to pay fees, costs and expenses related to the foregoing transactions and (iii) to finance the working capital, capital expenditures, business requirements and for general corporate purposes of Holding and its subsidiaries.
The Tranche B Term Loans bear interest, at Holding’s option, at either (i) Term SOFR (as defined in the Credit Agreement) plus an applicable margin equal to 1.75% per annum (with a Term SOFR floor of 0.50%) or (ii) an alternative base rate plus an applicable margin equal to 0.75% per annum. Voluntary prepayments of the Tranche B Term Loans are permitted at any time, in minimum principal amounts, without premium or penalty, subject to a 1.00% premium payable in connection with certain repricing transactions within the first six-months after the date of effectiveness of the Second Amendment. The Tranche B Term Loans will mature on March 22, 2030.
The foregoing summary is qualified in its entirety by reference to the text of the Second Amendment and the Credit Agreement, which are filed as Exhibit 10.1 hereto and are incorporated herein by reference.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information contained in Item 1.01 concerning the Company’s direct financial obligations under the Credit Agreement is hereby incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description | |
| 10.1 | Second Amendment to the Second Amended and Restated Credit Agreement, dated as of July 2, 2024, by and among SiteOne Landscape Supply Holding, LLC, SiteOne Landscape Supply, LLC, the several banks and other financial institutions party thereto, and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
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.
| SITEONE LANDSCAPE SUPPLY, INC. | |||
| By: | /s/ Briley Brisendine | ||
| Name: | Briley Brisendine | ||
| Title: | Executive Vice President, General Counsel and Secretary | ||
Date: July 2, 2024