UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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):
(Exact Name of Registrant as Specified in Charter)
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of Principal Executive Offices) (Zip Code)
(Registrant’s Telephone Number, Including Area Code)
(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:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| 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 which registered | ||
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
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. |
Manitex International, Inc. (the “Company”), the Company’s domestic subsidiaries and Amarillo National Bank (the “Lender”) previously entered into a Commercial Credit Agreement dated as of April 11, 2022, as amended by the First Amendment to Commercial Credit Agreement dated effective as of April 11, 2023 (the “Credit Agreement”), by and among the Company, the Company’s domestic subsidiaries and the Lender. On June 12, 2023, the Company and Lender agreed to modify the interest rates of the $40,000,000 revolving credit facility under the Credit Agreement (the “$40 Million Operating Loan”), the $30,000,000 revolving credit facility under the Credit Agreement (the “$30 Million Operating Loan”), and the $15,000,000 term loan under the Credit Agreement (the “Term Loan”).
On June 3, 2024, the Company, the Company’s domestic subsidiaries and the Lender entered into a Second Amendment to Commercial Credit Agreement (the “Second Amendment”). The Second Amendment is effective as of April 11, 2024.
The Second Amendment extends the maturity of the $40 Million Operating Loan from April 11, 2025 to April 11, 2026; provided, that if there is no existing Event of Default (as defined in the Credit Agreement) under the Operating Note on April 11, 2026, the maturity of the Operating Note will be extended to April 11, 2028. This process will repeat on April 11 of each year following 2026, such that the maturity of the $40 Million Operating Loan will continue to extend in one-year increments; provided that the Lender will give the Borrower (as defined in the Credit Agreement and including the Company) one hundred twenty (120) days’ prior written notice if it does not intend to extend the then-maturity date of the $40 Million Operating Loan.
The Second Amendment also extends the maturity of the $30 Million Operating Loan from April 11, 2025 to April 11, 2026. The maturity of the Term Loan remains October 11, 2029.
The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and 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 disclosure in Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 2.03 by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit |
Description | |
| 10.1 | Second Amendment to Commercial Credit Agreement, dated effective as of April 11, 2024, by and among Manitex International, Inc., Manitex, Inc., Manitex, LLC, Crane and Machinery, Inc., Crane and Machinery Leasing, Inc., Manitex Sabre Inc., Badger Equipment Company, Rabern Holdco, Inc., Rabern Rentals, LLC, and Amarillo National Bank. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MANITEX INTERNATIONAL, INC. | ||
| By: | /s/ Joseph Doolan | |
| Name: | Joseph Doolan | |
| Title: | Chief Financial Officer | |
Date: June 4, 2024