Inventure Foods,Inc. (NASDAQ:SNAK) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry into a Material Definitive Agreement.
General
Inventure Foods,Inc. (the “Company”) and certain of its subsidiaries (collectively with the Company, the “Borrowers”) today announced that it has entered into separate agreements with the lenders under its Credit Agreement, dated as of November18, 2015, by and among the Borrowers, the lenders from time to time a party thereto (the “BSP Lenders”), and BSP Agency, LLC, as the administrative agent (“BSP”) (as amended from time to time, the “Term Loan Credit Agreement”) and the lenders under its Credit Agreement, dated as of November18, 2015, by and among the Borrowers, the lenders from time to time a party thereto (the “Wells Fargo Lenders”), and Wells Fargo Bank, National Association, as the administrative agent (“Wells Fargo”) (as amended from time to time, the “ABL Credit Agreement”). These agreements, which are described in more detail below, granted the Company an extension of the temporary waiver of the requirement under each loan facility to deliver audited financial statements without a going concern opinion from July17, 2017 to August31, 2017 and, with respect to the Term Loan Credit Agreement, provided a temporary waiver of the financial covenants the Company was required to comply with under the Term Loan Credit Agreement until August31, 2017 (the “Term Loan Financial Covenant Default”). In addition, as discussed in more detail below, the Company has secured $5 million in additional financing from the BSP Lenders under its Term Loan Credit Agreement.
Benefit Street (BSP) Term Loan Credit Agreement
On July17, 2017, the Borrowers entered into a letter agreement with the BSP Lenders and BSP, which amended the Term Loan Credit Agreement. Under the terms of the BSP letter agreement, the BSP Lenders granted the Company (i)an extension of the temporary waiver of the requirement under the Term Loan Credit Agreement to deliver audited financial statements without a going concern opinion from July17, 2017 to July24, 2017, and (ii)a temporary waiver of the Term Loan Financial Covenant Default until July24, 2017.
On July20, 2017, the Company entered into a Limited Waiver and Fourth Amendment to Credit Agreement with the BSP Lenders and BSP, which further amended the Term Loan Credit Agreement (the “Fourth Amendment to Term Loan Credit Agreement”). Under the terms of the Fourth Amendment to Term Loan Credit Agreement, the BSP Lenders agreed to (i)a further extension of the temporary waiver of the requirement under the Term Loan Credit Agreement to deliver audited financial statements without a going concern opinion from July24, 2017 to August31, 2017, and (ii)a temporary waiver of the Financial Covenant Default until August31, 2017. In addition, the BSP Lenders agreed to provide $5 million of additional financing to the Company in the form of a term loan, payable in equal monthly installments of $12,500 commencing on September30, 2017, with the balance due and payable on November17, 2020, which is the maturity date of the Term Loan Credit Agreement. The net proceeds of this new $5 million loan will be used for working capital purposes, subject to certain restrictions in the Term Loan Credit Agreement.
Wells Fargo ABL Credit Agreement
On July17, 2017, the Borrowers entered into a Second Amendment to Credit Agreement (the “Wells Fargo Second Amendment”) with the Wells Fargo Lenders and Wells Fargo, which further amended the ABL Credit Agreement. Under the terms of the Wells Fargo Second Amendment, the Wells Fargo Lenders granted the Company an extension of the temporary waiver of the requirement under the ABL Credit Agreement to deliver audited financial statements without a going concern opinion from July17, 2017 to July24, 2017. In addition, the Wells Fargo Second Amendment provided for, among other things, additional reporting obligations, reduced the revolver commitment over a period of time, adjusted advance rates, and an extension of the temporary waiver of the requirement under the ABL Credit Agreement to deliver audited financial statements without a going concern opinion from July17, 2017 to July24, 2017.
On July20, 2017, the Borrowers entered into a Third Amendment to Credit Agreement (the “Wells Fargo Third Amendment”) with the Wells Fargo Lenders and Wells Fargo, which further amended the ABL Credit Agreement. Under the terms of the Wells Fargo Third Amendment, the Wells Fargo Lenders granted the Company an extension of the temporary waiver of the requirement under the ABL Credit Agreement to deliver audited financial statements without a going concern opinion from July24, 2017 to August31, 2017.
