Current Report Filing (8-k)
November 09 2018 - 7:12AM
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): November 6, 2018
ADIENT PLC
(Exact name
of registrant as specified in its charter)
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Ireland
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001-37757
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98-1328821
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification Number)
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25-28
North Wall Quay, IFSC
Dublin 1, Ireland
(Address of principal executive offices)
Registrants telephone number, including area code:
734-254-5000
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 registrants under any of the following provisions (
see
General Instruction A.2. below):
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17
CFR
240.14a-12)
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☐
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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 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.
First Amendment to the Credit Agreement
On November 6, 2018, Adient plc, a public limited company incorporated under the laws of Ireland (the
Company
), Adient
Global Holdings Ltd, a public company organized under the Companies (Jersey) Law 1991 with registered number 121385 having its registered office at 3
rd
floor, 37 Esplanades, St Helier, Jersey, JE2
3QA (the
Borrower
), and certain of their subsidiaries entered into a first amendment (the
Amendment
) to the credit agreement, dated July 27, 2016 (as amended by the Amendment, the
Credit
Agreement
), among the Borrower, Adient US LLC, as the subsidiary borrower party, the guarantors, the lenders party thereto (the
Lenders
) and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent for the
Lenders.
The Amendment, among other things, (i) increases the total net leverage ratio permitted under the financial covenant
contained in the Credit Agreement for each fiscal quarter of the Company ending on or after September 30, 2018 and (ii) adds a new level to the pricing schedule contained in the Credit Agreement that will be applicable when the total net
leverage ratio is greater than or equal to 3.75x.
The above description is only a summary of certain provisions of the Amendment and is
qualified in its entirety by reference to the provisions of the Amendment, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d)
Exhibits. The following exhibit is furnished herewith:
EXHIBIT INDEX
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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ADIENT PLC
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Date: November 9, 2018
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By:
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/s/ Jeffrey M. Stafeil
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Name:
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Jeffrey M. Stafeil
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Title:
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Executive Vice President and Chief Financial Officer
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