Boot Barn Holdings,Inc. (NYSE:BOOT) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement
Wells Fargo Amendment
On May26, 2017, Boot Barn Holdings,Inc. (the Company), and its
subsidiaries entered into Amendment No.2 to the Credit Agreement
and Amendment No.1 to the Collateral Agreement (the Wells
Amendment), by and among the Company, Boot Barn,Inc., Sheplers
Holding Corporation, Sheplers,Inc., Wells Fargo Bank, National
Association, as Administrative Agent, Swingline Lender and
Issuing Lender, and Wells Fargo Bank, National Association, as
Sole Lead Arranger and Sole Bookrunner, and the other Lenders
named therein, which amends that certain Credit Agreement (the
Wells Fargo Credit Agreement) and that certain Collateral
Agreement (the Wells Fargo Collateral Agreement) each dated as of
June29, 2015. The Wells Amendment increases the aggregate
Revolving Credit Commitment (as defined therein) to $135,000,000
and extends the Maturity Date (as defined therein) to the earlier
of May26, 2022 (or such later date that may be determined
thereunder) or 90 days prior to the maturity date of the term
loan under the Golub Credit Agreement (as defined below), which
is currently scheduled to mature on June29, 2021. In addition,
the Wells Amendment makes certain immaterial changes to the
provisions of the Wells Credit Agreement and Wells Collateral
Agreement.
The foregoing description of the Wells Amendment does not purport
to be complete and is qualified in its entirety by reference to
the full text of each of the Wells Amendment, which is filed as
Exhibit10.1, the Wells Credit Agreement, which is filed as
Exhibit10.6 to the Current Report on Form8-K filed by the Company
on July2, 2015, and Amendment No.1 to the Wells Credit Agreement,
which is filed as Exhibit10.1 to the Current Report on Form8-K
filed by the Company on January27, 2017, each of which is
incorporated by reference herein.
Golub Amendment
On May26, 2017, the Company and its subsidiaries entered into the
First Amendment to Credit Agreement and Collateral Agreement (the
Golub Amendment), by and among the Company, Boot Barn,Inc., Golub
Capital Markets LLC, as Administrative Agent, Sole Lead Arranger,
Sole Bookrunner and Syndication Agent, and the other Lenders
named therein, which amends that certain Credit Agreement (the
Golub Credit Agreement) and that certain Collateral Agreement
(the Golub Collateral Agreement) each dated as of June29, 2015.
The Golub Amendment changes the maximum Consolidated Total Net
Leverage Ratio (as defined therein) applicable to the trailing
twelve months (ending on the closest fiscal quarter end date to
the calendar date specified) permitted thereunder to 4.75 to 1.00
as of June30, 2017 and September30, 2017, decreasing to 4.50 to
1.00 as of December31, 2017 until September30, 2018 and to 4.00
to 1.00 as of December31, 2018 and thereafter. In addition, the
Golub Amendment makes certain immaterial changes to the
provisions of the Golub Credit Agreement and Golub Collateral
Agreement.
The foregoing description of the Golub Amendment does not
purport to be complete and is qualified in its entirety by
reference to the full text of the Golub Amendment, which is
filed as Exhibit10.2 hereto, and of the Golub Credit Agreement,
which is filed as Exhibit10.1 to the Current Report on Form8-K
filed by the Company on July2, 2015 each of which is
incorporated by reference herein.
Item 2.02Results of Operations and Financial
Condition
On June1, 2017, Boot Barn Holdings,Inc. issued a press release
announcing certain financial results for its fourth quarter and
fiscal year ended April1, 2017.The press release is attached
hereto as Exhibit99.1.
The information provided in this Item 2.02, including
Exhibit99.1, is intended to be furnished and shall not be
deemed filed for purposes of Section18 of the Securities
Exchange Act of 1934, as amended (the Exchange Act), or
otherwise subject to the liabilities of that section, nor shall
it be deemed incorporated by reference into any other filing
under the Securities Act of 1933, as amended, or the Exchange
Act, except as expressly set forth by specific reference in
such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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ExhibitNo. |
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DescriptionofExhibits |
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Exhibit10.1 |
Amendment No.2 to Credit Agreement and Amendment No.1 to |
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Exhibit10.2 |
First Amendment to Credit Agreement and Collateral |
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Exhibit99.1 |
Earnings press release dated June1, 2017 |
Portions of this exhibit (indicated by asterisks) have been
omitted to a request for confidential treatment and the omitted
portions have been filed separately with the SEC.
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.
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BOOT BARN HOLDINGS,INC. |
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Date: June1, 2017 |
By: |
/s/ Gregory V. Hackman |
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Name: Gregory V. Hackman |
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Title: Chief Financial Officer |
ExhibitList
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ExhibitNo. |
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DescriptionofExhibits |
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Exhibit10.1 |
Amendment No.2 to Credit Agreement and Amendment No.1 to |
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Exhibit10.2 |
First Amendment to Credit Agreement and Collateral |
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Exhibit99.1 |
Earnings press release dated June1, 2017 |
Portions of this exhibit (indicated by asterisks) have been
omitted
About Boot Barn Holdings, Inc. (NYSE:BOOT)
Boot Barn Holdings, Inc. is a lifestyle retailer of western and work-related footwear, apparel and accessories for men, women and children. The Company’s stores are located in or near neighborhood shopping centers with trade areas of approximately five or more miles, and it has opened stores in malls and outlet center locations. The Company’s stores average an area of approximately 11,490 square feet and feature an assortment of brands and styles. It also carries assortments of denim, western shirts, cowboy hats, belts and belt buckles, western-style jewelry and accessories. The Company’s western assortment includes various brands, such as Ariat, Dan Post, Justin, Levi Strauss, Lucchese, Miss Me, Montana Silversmiths, Resistol and Wrangler. Its work assortment includes rugged footwear, outerwear, overalls, denim and shirts. Its other brands include Carhartt, Georgia, Timberland Pro and Wolverine. As of March 26, 2016, the Company operated 208 stores in 29 states. Boot Barn Holdings, Inc. (NYSE:BOOT) Recent Trading Information
Boot Barn Holdings, Inc. (NYSE:BOOT) closed its last trading session down -0.38 at 7.42 with 446,168 shares trading hands.
