ASTEC INDUSTRIES, INC. (NASDAQ:ASTE) Files An 8-K Entry into a Material Definitive AgreementItem 1.01. Entry Into a Material Definitive Agreement
On July 20, 2018, Astec Industries, Inc. (the "Company"), and Astec, Inc., a wholly-owned subsidiary of the Company ("Astec" and together with the "Company," the "Astec Parties"), entered into an agreement (the "Agreement") with Highland Pellets, LLC, ("Highland Pellets"), Highland LLC ("Highland"), Arkansas Teachers Retirement System ("ATRS"), and GIP Caps Pine, L.P. ("GCP" and together with Highland Pellet, Highland and ATRS, the Highland Parties"). Under the Agreement, the Astec Parties will make certain payments totaling $68,000,000 to the Highland Parties, the last such payment being made 120 days after the date of the Agreement and forgive approximately $7,000,000 in accounts receivables due from Highland Pellets. In exchange, the Highland Parties and the Astec Parties agreed, among other things, to terminate the sale and construction contract between Highland Pellets and Astec (the "Sale Agreement"), and the Astec Parties' performance and completion guarantee in connection therewith, and mutually released each other from any and all claims, liabilities, obligations, costs and agreements in connection therewith. In addition, Highland and Highland LLC agreed to pay the Astec Parties $7,000,000 should the Highland wood pellet plant (the "Plant"), the subject of the Sale Agreement, satisfy certain emissions targets prior to May 1, 2019. As of and from the date of the Agreement, Highland Pellets will be the sole and exclusive operator of the Plant and, other than the obligation to provide onsite and telephonic technical advice, neither Astec Party will have any obligation or liability in connection with the operation or ownership of the Plant.
The foregoing summary of the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement, which will be filed as an exhibit to the Company's next report on Form 10-Q.
About ASTEC INDUSTRIES, INC. (NASDAQ:ASTE)
Astec Industries, Inc. designs, engineers, manufactures and markets equipment and components used primarily in road building and related construction activities. The Company’s products are used in each phase of road building, from quarrying and crushing the aggregate to application of the road surface. The Company also manufactures certain equipment and components unrelated to road construction, including equipment for the mining, quarrying, construction and demolition industries, and port and rail yard operators; gas and oil drilling rigs; water well and geothermal drilling rigs; industrial heat transfer equipment; whole-tree pulpwood chippers; horizontal grinders, and blower trucks. The Company also manufactures a line of multiple use plants for cement treated base, roller compacted concrete and ready-mix concrete. The Company’s business segments are Infrastructure Group, Aggregate and Mining Group and Energy Group.