Current Report Filing (8-k)
April 13 2020 - 11:56AM
Edgar (US Regulatory)
0000931015
false
0000931015
2020-04-08
2020-04-09
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): April 9, 2020
POLARIS INC.
(Exact name of Registrant as specified
in its charter)
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Minnesota
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1-11411
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41-1790959
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(State of Incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification No.)
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2100 Highway 55
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Medina,
Minnesota
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55340
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(Address of principal
executive offices)
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(Zip Code)
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(Registrant’s telephone number, including
area code) (763) 542-0500
Polaris Industries Inc.
(Former name)
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)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section
12(b) of the Act:
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Title
of each class
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Trading
Symbol
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Name
of each exchange on which registered
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Common
Stock, $.01 par value per share
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PII
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The New York Stock Exchange
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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 (17 CFR §230.405) or Rule 12b-2
of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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
Item 2.03 Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On April 9, 2020, Polaris
Inc. (“Polaris”) entered into an amendment to its existing credit facility with U.S. Bank National Association, as
administrative agent, and the several lenders party thereto such (the “Amended Credit Facility”) to provide for a
new incremental 364-Day Term Loan Agreement in the amount of $300.0 million (the “Incremental Term Loan Facility”).
The proceeds of the Incremental Term Loan Facility will be to finance general corporate operations.
The new Incremental Term
Loan Facility is unsecured and has a term of 364-days, ending on April 8, 2021 and can be extended for one additional 364-day
period to April 7, 2022 at Polaris’s request and consent of each lender party to a term loan under the Incremental Term
Loan Facility(the “Lenders”).
The applicable margin
for advances under the Incremental Term Loan Facility ranges from 0.50% to 1.25% for base rate advances and from 1.50% to 2.25%
for eurocurrency advances, in each case depending upon Polaris’s leverage ratio. In connection with the Incremental
Term Loan Facility, a floor of 0.75% was added for eurocurrency advances and other indexes and a floor of 1.75% was added for
base rate advances. The Amended Credit Facility continues to be subject to various covenants, including financial covenants requiring
that Polaris’ leverage ratio be less than or equal to 3.5 times Consolidated EBITDA as of the end of each of its fiscal
quarters. The Amended Credit Facility also continues to contain standard covenants with regards to mergers and consolidations,
asset sales, and is subject to acceleration upon various events of default.
A copy of the Amended
Credit Facility is filed as Exhibit 10.01 hereto qualifies the above description and is incorporated by reference herein.
A copy of the press release is furnished
herewith as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements
and Exhibits.
(d) Exhibits.
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 thereunto duly
authorized.
Date: April 13, 2020
POLARIS INC.
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/s/
Lucy Clark Dougherty
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Lucy Clark Dougherty
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Senior Vice President – General Counsel,
Chief Compliance Officer and Secretary
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