e.l.f. Beauty,Inc. (NYSE:ELF) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.

On August25, 2017 (the “Closing Date”), e.l.f. Beauty, Inc. (the “Company”), as parent guarantor, e.l.f. Cosmetics, Inc., JA 139 Fulton Street Corp., JA 741 Retail Corp., JA Cosmetics Retail, Inc., J.A. RF, LLC and J.A. Cherry Hill, LLC, each as a borrower, Bank of Montreal, as the administrative agent, swingline lender and l/c issuer, and the lenders from time to time party thereto (collectively, the “Parties”), entered into a First Amendment to Credit Agreement (the “Amendment”), amending that certain Senior Secured Credit Agreement, dated as of December23, 2016, by and among the Parties (the “Credit Agreement”).

to the Amendment, borrowings under both the term loan facility (the “Term Loan Facility”) and the revolving credit facility (“Revolving Credit Facility”) under the Credit Agreement bear interest, at the borrowers’ option, at either (i) a rate per annum equal to an adjusted LIBOR rate determined by reference to the cost of funds for U.S. dollar deposits for the applicable interest period (subject to a minimum floor of 0%) plus an applicable margin ranging from 1.50% to 2.75% (amended from 2.00% to 3.50% as originally set forth in the Credit Agreement) based on the Company’s consolidated total net leverage ratio or (ii) a floating base rate plus an applicable margin ranging from 0.50% to 1.75% (amended from 1.00% to 2.50% as originally set forth in the Credit Agreement) based on the Company’s consolidated total net leverage ratio. As of the Closing Date, the applicable margin for both the Revolving Credit Facility and the Term Loan Facility was 2.75% for the adjusted LIBOR rate and 1.75% for the floating base rate.

The Amendment amends the Credit Agreement to increase the amount of the Revolving Credit Facility from $35 million to $50 million. The amount of the $165 million Term Loan Facility remains unchanged. The Amendment also amends the Credit Agreement to extend the maturity date for both the Revolving Credit Facility and the Term Loan Facility to August 25, 2022. As of the Closing Date, there were borrowings of $11.1 million and undrawn letters of credit outstanding in an amount of $0.5 million under the Revolving Credit Facility, and $160.9 million of borrowings outstanding under the Term Loan Facility.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 10.1 hereto, and the Credit Agreement, which was filed as Exhibit 10.1 to the Company’s current report on Form 8-K filed with the Securities and Exchange Commission on December28, 2016, each of which is incorporated herein by reference.

Reference is made to the Exhibit Index attached hereto.

e.l.f. Beauty, Inc. Exhibit
EX-10.1 2 d439879dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 Execution Version FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is entered into as of August 25,…
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About e.l.f. Beauty,Inc. (NYSE:ELF)

e.l.f. Beauty, Inc., formerly J.A. Cosmetics Holdings, Inc., is a cosmetic company. The Company conducts its business under the name e.l.f. Cosmetics, and offers products for eyes, lips and face to consumers through its retail customers, e.l.f. stores and e-commerce channels. The Company offers a range of products for eyes, such as eyeshadow, eyeliner, mascara and eyelashes, eyebrows, concealer and primer, brushes and tools, and sets and palettes. The Company offers lipstick, lip gloss, lipliner, and lip care and brushes. The Company launches its products on elfcosmetics.com, and distribution is generally only broadened to its retail customers after it receives consumer validation online. The Company sells its products in national and international retailers (with international primarily serviced by distributors) and direct-to-consumer channels. It sells its products in retail stores in the United States across mass, drug store, food and specialty retail channels.