UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
Current Report
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Item 1.01. Entry into a Material Definitive Agreement
Effective as of December 16, 2021, Atkins Intermediate Holdings, LLC, a Delaware limited liability company (“Holdings”), a direct wholly-owned subsidiary of The Simply Good Foods Company (the “Company”), Conyers Park Acquisition Corp., a Delaware corporation (“Parent”), Simply Good Foods USA, Inc. (“SGF”), Atkins Nutritionals Holdings, Inc., a Delaware corporation (“ANH”), Atkins Nutritionals Holdings II, Inc., a Delaware corporation (“ANH II”), NCP-ATK Holdings, Inc., a Delaware corporation, (“NCP” and, together with ANH, ANHII and ANI, the “Borrowers”), each an indirect wholly-owned subsidiary of Company, entered into Amendment No. 3 (the “Extension Amendment”) to that certain Credit Agreement, dated as of July 7, 2017, among Holdings, Parent, the Borrowers, Barclays Bank PLC and the other loan parties and lenders party thereto (the “Credit Agreement”) as amended by those certain amendments dated as of November 7, 2019 and March 16, 2018.
The Extension Amendment provides for an extension of the stated maturity date of the Revolving Commitments and Revolving Loans (each as defined in the Credit Agreement) from July 7, 2022 to the earlier of (i) 91 days prior to the then-effective maturity date of the Initial Term Loans (as defined in the Credit Agreement) and (ii) December 16, 2026.
A copy of the Extension Amendment is attached as Exhibit 10.1 and is incorporated herein by reference. The above description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Extension Amendment.
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 under Item 1.01 of this Current Report on Form 8-K with respect to the Extension Amendment is hereby incorporated by reference into this Item 2.03.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits:
SIGNATURE
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.
| THE SIMPLY GOOD FOODS COMPANY |
| Date: December 22, 2021 | By: | /s/ Todd E. Cunfer |
| Name: | Todd E. Cunfer | |
| Title: | Chief Financial Officer |
| (Principal Financial Officer) |