BlueLinx Holdings Inc. (NYSE:BXC) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
On December 31, 2019, BlueLinx Holdings Inc. (the “Company”) amended its existing term loan facility (the “Term Loan Facility”) by entering into that certain Fourth Amendment to Credit and Guaranty Agreement (the “Amendment”), by and among the Company, as borrower, certain of the Company’s subsidiaries, as guarantors, HPS Investment Partners, LLC, as administrative agent and collateral agent (the “Administrative Agent”), and the other financial institutions party thereto, as lenders (the “Lenders”).
to the Amendment, the Company now has until March 27, 2020, to satisfy the designated outstanding principal balance level required to maintain its modified “Total Net Leverage Ratio” covenant levels for the 2019 fourth quarter and subsequent quarters. The designated principal balance level is approximately $95.3 million, and the repayment amount required to reach that level was reduced to approximately $23.7 million following the repayment made with net proceeds of the sale-leaseback transactions described in Item 8.01 below. The Amendment also made other conforming changes to the terms of the Term Loan Facility.
The foregoing description of the material terms of the Amendment is qualified in its entirety by reference to the Amendment, which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ending March 28, 2020.
On January 2, 2020, the Company issued a press release announcing the transactions described in Items 1.01 and 8.01 of this Current Report. A copy of the press release is furnished as Exhibit 99.1 to this Current Report and is incorporated herein by reference.
On December 31, 2019, the Company, through certain of its subsidiaries, completed sale-leaseback transactions (the “Sale-Leaseback Transactions”) with affiliates of Brennan Investment Group (collectively, the “Buyer”) with respect to the Company’s warehouse facilities located in Richmond, Virginia; St. Louis (Bridgeton), Missouri; N. Kansas City, Missouri; and Nashville (Madison), Tennessee. The aggregate purchase price for the Sale-Leaseback Transactions was $33.2 million, and after security deposits, expenses, and other items, the Company received net proceeds of approximately $27.2 million. Net proceeds of the Sale-Leaseback Transactions were used to repay indebtedness under the Term Loan Facility.
The Sale-Leaseback Transactions were completed to Purchase and Sale Agreements, dated October 16, 2019, between certain subsidiaries of the Company and the Buyer (as subsequently amended, the “Purchase and Sale Agreements”). Upon completion of the Sale-Leaseback Transactions, a subsidiary of the Company entered into long-term leases on the properties for eighteen-year initial terms with multiple five-year renewal options. The leases provide for, among other things, customary security deposits in an aggregate amount of approximately $4.6 million, which will be reduced if the Company satisfies certain financial milestones.
The foregoing summary does not purport to be complete and is subject to, and qualified in its entirety by, reference to the full text of the Purchase and Sale Agreements, the form of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10- Q for the quarter ending March 28, 2020.
| Exhibit Description | |
| 99.1 | Press Release of BlueLinx Holdings Inc., dated January 2, 2020. |
BlueLinx Holdings Inc. Exhibit
EX-99.1 2 tm1928443d1_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 BlueLinx Announces Closing of Sale-Leaseback Transactions for $27.2 Million Net Proceeds; Transactions Result in Significant Progress in Ongoing Real Estate Monetization and Deleveraging Initiatives MARIETTA,…
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About BlueLinx Holdings Inc. (NYSE:BXC)
BlueLinx Holdings, Inc. is a distributor of building products in North America. The Company operates its distribution business through a network of approximately 40 distribution centers. It serves metropolitan areas in the United States and delivers building products to a range of wholesale and retail customers. The Company distributes products in approximately two categories, such as structural products and specialty products. Structural products include plywood, oriented strand board (OSB), rebar and remesh, lumber and other wood products primarily used for structural support, walls and flooring in construction projects. Specialty products include roofing, insulation, specialty panels, molding, engineered wood products, vinyl products (used primarily in siding), outdoor living, particle board and metal products (excluding rebar and remesh). It also provides a range of services and solutions, such as intermodal distribution services; inventory stocking, and backhaul services.