United States
Securities And Exchange Commission
Washington, DC 20549
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FORM
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CURRENT REPORT
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Item 1.01 | Entry into a Material Definitive Agreement. |
On December 21, 2020, Miller Industries, Inc. (the “Company”) and certain of its subsidiaries entered into (a) an Amended and Restated Loan Agreement (the “Amended Loan Agreement”) with First Horizon Bank (formerly known as First Tennessee Bank National Association) (“First Horizon”), and (b) an Amended and Restated Master Revolving Credit Note, dated as of December 21, 2020, in the principal amount of $50.0 million, with a maturity date of May 31, 2027 (the “Amended Note”).
The Amended Loan Agreement amends and restates the prior Amended and Restated Loan Agreement dated as of December 20, 2018 governing the Company’s existing $50.0 million unsecured revolving credit facility with First Horizon (the “Prior Loan Agreement”) to, among other things: (i) renew and extend the maturity date from May 31, 2022 to May 31, 2027 and make certain other conforming changes, (ii) amend the tangible net worth covenant to increase the minimum required compliance level thereunder from $160 million to $190 million, and (iii) allow for the sale and leaseback of certain equipment as set forth therein. All other material terms and conditions of the Prior Loan Agreement remain unchanged.
The Amended Note amends and restates the prior Amended and Restated Master Revolving Credit Note, dated as of December 20, 2018 in the principal amount of $50.0 million (the “Prior Note”) to, among other things: (i) extend the maturity date from May 31, 2022 to May 31, 2027, and (ii) make certain other changes to the interest rate provisions in the Amended Note relating to the determination of a replacement rate in the event that the LIBOR Rate (as defined therein) is no longer available. All other material terms of the Prior Note remain unchanged.
The foregoing descriptions of the Amended Loan Agreement and the Amended Note are qualified in their entirety by reference to the Amended Loan Agreement and the Amended Note, copies of which are attached as Exhibit 10.1 and 10.2, respectively, to this Current Report on Form 8-K and are 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 required by Item 2.03 relating to the Amended Loan Agreement and the Amended Note is contained in Item 1.01 of this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits. |
(d)Exhibits.
Exhibit No. | Exhibit Description | |
104 | Cover Page Interactive Data File (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.
Miller Industries, Inc. | ||
By: | /s/ Deborah L. Whitmire | |
Deborah L. Whitmire | ||
Executive Vice President, Chief Financial Officer and Treasurer | ||
Dated: December 23, 2020 |