Pinnacle Foods Inc. (NYSE:PF) Files An 8-K Entry into a Material Definitive Agreement

Pinnacle Foods Inc. (NYSE:PF) 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 30, 2018, Pinnacle Foods Finance LLC (the “Borrower”), an indirect wholly-owned subsidiary of Pinnacle Foods Inc., entered into the First Amendment (the “First Amendment”) to the Fourth Amended and Restated Credit Agreement, dated as of March 15, 2018 (the“Credit Agreement”), among the Borrower, Peak Finance Holdings LLC, the lenders from time to time party thereto and Barclays Bank PLC, as administrative agent, collateral agent and swingline lender, to establish incremental term loans in an aggregate principal amount of $250 million (the “Incremental Term Loans”), which Incremental Term Loans have the same terms and are part of the same class as the existing Initial B Term Loans under the Credit Agreement.

The proceeds of the Incremental Term Loans were used, together with cash on hand and $100 million under the Borrower’s revolving credit facility, to redeem all of the Issuers’ (as defined below) outstanding 4.875% Senior Notes due 2021. The annualized interest savings as a result of the refinancing will be approximately $3.8 million.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The disclosure set forth above under Item 1.01 with respect to the First Amendment to the Credit Agreement is incorporated by reference into this Item 2.03.

Item 8.01 Other Events.

On May 30, 2018, the Borrower and Pinnacle Foods Finance Corp. (“Finance Co.” and, together with the Borrower, the “Issuers”) redeemed all of its outstanding 4.875% Senior Notes due 2021 (the “Notes”) issued under the Indenture dated as of April 29, 2013, among the Issuers, the guarantors party thereto and Wilmington Trust, National Association, as trustee, at a redemption price of 101.219% of the principal amount of the Notes plus accrued and unpaid interest and additional interest, if any, to, but excluding, May 30, 2018.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit

Number

Description of Exhibit

10.1

First Amendment, dated as of May 30, 2018, to the Fourth Amended and Restated Credit Agreement, dated as of March 15, 2018, by and among Pinnacle Foods Finance LLC, Peak Finance Holdings LLC, the lenders from time to time party thereto and Barclays Bank PLC, as administrative agent, collateral agent, and swing line lender.


PINNACLE FOODS INC. Exhibit
EX-10.1 2 exh101-incrementalamendment.htm EXHIBIT 10.1 Exhibit Exhibit 10.1FIRST AMENDMENT TO FOURTH AMENDED AND RESTATED CREDIT AGREEMENTDated as of May 30,…
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About Pinnacle Foods Inc. (NYSE:PF)

Pinnacle Foods Inc. is a manufacturer, marketer and distributor of branded food products in North America. The Company operates through three segments: the Birds Eye Frozen segment, the Duncan Hines Grocery segment and the Specialty Foods segment. The Birds Eye Frozen segment manages its brands in the United States retail frozen vegetables (Birds Eye), frozen complete bagged meals (Birds Eye Voila!), and frozen seafood (Van de Kamp’s and Mrs. Paul’s) categories, plant based protein frozen products (gardein), as well as its Foundation Brands in the frozen and refrigerated bagels (Lender’s), frozen pizza for one (Celeste), single-serve frozen dinners and entrees (Hungry-Man), and frozen breakfast (Aunt Jemima) categories. The Duncan Hines Grocery Segment includes cake mixes, ready-to-serve frostings, brownie mixes, muffin mixes and cookie mixes. The Specialty Foods segment consists of snack products (Tim’s Cascade and Snyder of Berlin), foodservice and private label businesses.

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