GRIFFON CORPORATION (NYSE:GFF) Files An 8-K Entry into a Material Definitive Agreement

GRIFFON CORPORATION (NYSE:GFF) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.

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On May 31, 2018, Griffon Corporation (the “Company”), in anticipation of the closing of the previously announced acquisition of CornellCookson, Inc., entered into an amendment (the “Amendment”) to its Third Amended and Restated Credit Agreement, dated as of March 22, 2016 (as amended, the “Credit Agreement”), among the Company, JPMorgan Chase Bank, N.A., as administrative agent, and the other agents and lenders party thereto.

The Amendment, among other things:

increased the maximum permitted consolidated leverage ratio, which is calculated as a ratio of consolidated net funded debt to consolidated EBITDA, to 6.50:1:00 (which will step down over the remaining life of the credit facility);

modifies the restricted payment covenant to permit the Company to repurchase up to $70 million of its common stock from a designated stockholder any time prior to September 30, 2018; and

increases the ABR Spread, Eurocurrency Spread and Commitment Fee Rate (each as defined in the Credit Agreement) to 1.75%, 2.75% and 0.45%, respectively, until the delivery of the Company’s financial statements for the fiscal quarter ended June 30, 2020.

The 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 attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01.

Financial Statements and Exhibits.

(d)Exhibits

Exhibit Number

Description

99.1

Fourth Amendment to Third Amended and Restated Credit Agreement, dated as of May 31, 2018, to that certain Third Amended and Restated Credit Agreement, dated as of March 22, 2016, among the Company, the several banks and other financial institutions or entities from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the other agents party thereto.


GRIFFON CORP Exhibit
EX-99.1 2 a991griffon-fourthamendmen.htm EXHIBIT 99.1 Document EXECUTION VERSIONFOURTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENTFOURTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT,…
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About GRIFFON CORPORATION (NYSE:GFF)

Griffon Corporation is a management and holding company that conducts business through its subsidiaries. The Company operates through three segments: Home & Building Products (HBP), Telephonics Corporation (Telephonics) and Clopay Plastic Products Company, Inc. (PPC). The HBP segment consists of two companies: The AMES Companies, Inc. (AMES) and Clopay Building Products Company, Inc. (CBP). AMES is a provider of non-powered landscaping products for homeowners and professionals. CBP is a manufacturer and marketer of residential, commercial and industrial garage doors to professional dealers and home center retail chains. The Telephonics segment designs, develops and manufactures integrated information, communication and sensor system solutions for military and commercial markets across the world. The PPC segment is engaged in the development and production of embossed, laminated and printed specialty plastic films used in a range of hygienic, healthcare and industrial applications.

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