Amended Current Report Filing (8-k/a)
March 13 2018 - 5:27PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM
8-K/A
(Amendment No. 2)
CURRENT REPORT
Pursuant
to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 11, 2017
ICHOR HOLDINGS, LTD.
(Exact name of registrant as specified in its charter)
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Cayman Islands
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001-37961
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Not Applicable
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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3185 Laurelview Ct.
Fremont, California 94538
(Address of principal executive offices, including Zip Code)
(510)
897-5200
(Registrants telephone number, including area code)
Not Applicable
(Former
name or former address, if changed since last report)
Check the appropriate box below
if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined
in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this
chapter).
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Emerging Growth Company
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If an emerging growth company, indicate by check mark if the registrant has elected
not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
EXPLANATORY NOTE
This Amendment No. 2 on Form
8-K/A
(this
8-K
Amendment) amends the Current Report on Form
8-K
filed by Ichor Holdings, Ltd. (the Company) with the Securities and Exchange Commission on December 11, 2017 (the Original
8-K).
The Company is filing this
8-K
Amendment solely to add the below items to the Original
8-K.
All other items of the Original
8-K
are unaffected by this
8-K
Amendment. This
8-K
Amendment does not reflect events occurring after the filing date of the
Original
8-K
or modify or update disclosures in the Original
8-K
except to add the below items.
Item 1.01
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Entry into a Material Definitive Agreement.
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Amendment to Credit Agreement
On December 11, 2017, Ichor Holdings, LLC and certain of its subsidiaries entered into the Third Amendment (the Third Amendment) to the
Credit Agreement (the Credit Agreement) by and among Ichor Holdings, LLC, Ichor Systems, Inc., Precision Flow Technologies, Inc., Ajax-United Patterns & Molds, Inc.,
Cal-Weld,
Talon
Innovations Corporation and Talon Innovations (FL) Corporation as borrowers, Bank of America, N.A., as administrative agent, and the financial institutions party thereto, as lenders. The Credit Agreement governs the Companys credit facility
that includes a revolver and a term loan facility. The Third Amendment increased the amount available to the Company for borrowing under the term loan facility by $120 million.
Item 2.03.
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Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance
Sheet Arrangement of Registrant.
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The information set forth under Item 1.01 under the heading Amendment to Credit Agreement is incorporated herein by reference.
Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits
10.1
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Third Amendment to the Credit Agreement, dated as of December
11, 2017, by and among Ichor Holdings, LLC, Ichor Systems, Inc., Precision Flow Technologies, Inc., Ajax-United Patterns
& Molds, Inc.,
Cal-Weld,
Inc., Talon Innovations Corporation and Talon Innovations (FL) Corporation, as borrowers, Bank of America, N.A., as administrative agent, and the financial institutions party thereto,
as lenders.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.
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ICHOR HOLDINGS, LTD.
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Date: March 13, 2018
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/s/ Jeffrey Andreson
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Name: Jeffrey Andreson
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Title: Chief Financial Officer
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