Current Report Filing (8-k)
July 24 2020 - 04:02PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
July 20, 2020
Kewaunee Scientific Corporation
(Exact name of registrant as specified in its
charter)
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Delaware |
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0-5286 |
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38-0715562 |
(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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2700 West Front Street
Statesville, North Carolina
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28677 |
(Address of principal executive
offices) |
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(Zip Code) |
Registrant’s telephone number, including area
code: 704-873-7202
N/A
(Former name or former address, if changed since
last report.)
Securities registered pursuant to Section 12(b) of the
Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange
on which registered
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Common Stock, $2.50 par
value |
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KEQU |
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NASDAQ Global Market |
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:
☐ |
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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☐ |
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 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).
Emerging growth company ☐
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. ☐
Item 1.01 |
Entry into a Material Definitive Agreement
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(a) |
On July 20, 2020, Kewaunee Scientific Corporation
(the “Company”) entered into a Ninth Amendment to Credit and
Security Agreement, Fifth Amendment to Revolving Line of Credit
Note and Waiver (the “Amendment”) with Wells Fargo Bank, National
Association (the “Bank”). The Amendment made certain changes to the
Credit and Security Agreement, dated as of May 6, 2013, as
amended (the “Credit Agreement”), between the Company and the Bank,
and to the Revolving Line of Credit Note, dated May 6, 2013,
made by the Company and payable to the order of the Bank, as
amended (the “Revolving Note”). The changes included
(i) revising the amounts under the minimum EBITDA covenant
applicable to the first three fiscal quarters of fiscal 2021 (to $0
for the quarter ending July 31, 2020, $0 for the quarter
ending October 31, 2020, determined for the two-quarter period then ending, and
$350,000 for the quarter ending fiscal January 31, 2021,
determined for the three-quarter period then ending, respectively);
(ii) reducing the amount under the minimum liquidity covenant
(from $3,000,000 to $2,000,000); (iii) changing the Applicable
Margin for LIBOR advances to 4.00%, and for Prime Rate advances to
3.00%; and (iv) certain other related and/or immaterial
changes. In addition, the Amendment included a waiver of any
noncompliance with the minimum EBITDA covenant during the fiscal
quarter ended April 30, 2020. The foregoing description is
qualified in its entirety by reference to the Amendment, a copy of
which is filed as Exhibit 10.1 to this Current Report on Form
8-K and is incorporated
herein by reference.
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Item 9.01 |
Financial Statements and Exhibits
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2
Signature
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 hereunto duly authorized.
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(Registrant) |
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Kewaunee Scientific Corporation |
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Date:July 24, 2020 |
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/s/ Donald T. Gardner III
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Donald T. Gardner III |
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Vice President, Finance and Chief Financial
Officer |
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