Current Report Filing (8-k)
March 04 2022 - 04:16PM
Edgar (US Regulatory)
March 3,
20220000918541falseCharlotteNorth
Carolina00009185412022-03-032022-03-03
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): March 3,
2022
NN, Inc.
(Exact name of registrant as specified in its charter)
|
|
|
|
|
|
|
|
|
Delaware |
000-23486
|
62-1096725 |
(State or other jurisdiction of
incorporation or organization) |
(Commission File Number) |
(I.R.S. Employer
Identification Number) |
|
|
|
|
|
|
|
|
|
6210 Ardrey Kell Road, Suite 600 |
|
|
Charlotte, North Carolina
|
|
28277 |
(Address of principal executive offices) |
|
(Zip Code) |
(980) 264-4300
(Registrant’s telephone number, including area
code)
(Former name or former address, if changed since last
report)
Check the appropriate box if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction A.2.
below):
☐ 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: |
Title of each class |
|
Trading symbol |
|
Name of each exchange on which registered |
Common Stock, par value $0.01 per share |
|
NNBR |
|
The Nasdaq Stock Market LLC |
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. |
On March 3, 2022, NN, Inc., a Delaware corporation (the
“Company”), certain subsidiaries of the Company named therein, the
lenders party thereto and Oaktree Fund Administration, LLC, as
administrative agent, entered into that certain Amendment No. 1 to
Term Loan Credit Agreement (the “Amendment”), which amended the
Company’s existing Term Loan Credit Agreement, dated as of March
22, 2021 (the “Term Loan Credit Agreement”), by and among the
Company, the lenders party thereto from time to time, and Oaktree
Fund Administration, LLC, as administrative agent.
The Amendment, among other things, increases the quarterly maximum
Consolidated Net Leverage Ratio (as defined in the Term Loan Credit
Agreement) that the Company is required to satisfy, beginning with
the fiscal quarter ending March 31, 2022.
The foregoing summary is qualified in its entirety by reference to
the full text of the Amendment, which is filed as Exhibit 10.1 to
this Current Report on Form 8-K and incorporated herein by
reference.
|
|
|
|
|
|
ITEM 2.03 |
CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT. |
The information set forth in Item 1.01 of this Current Report on
Form 8-K above is incorporated herein by reference.
|
|
|
|
|
|
ITEM 7.01 |
REGULATION FD DISCLOSURE. |
On March 4, 2022, the Company issued a press release announcing the
Amendment. A copy of this press release is included as Exhibit 99.1
to this Current Report on Form 8-K.
The information, including the press release, furnished under this
Item 7.01 shall not be deemed “filed” for the purposes of Section
18 of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”), or otherwise subject to the liabilities of that
section, and shall not be deemed incorporated by reference into any
other filing by the Company under the Exchange Act or the
Securities Act, except as otherwise expressly stated in such
filing.
|
|
|
|
|
|
ITEM 9.01 |
FINANCIAL STATEMENTS AND EXHIBITS |
(d) Exhibits.
|
|
|
|
|
|
|
|
|
Exhibit
No. |
|
Description |
10.1* |
|
Amendment No. 1 to Term Loan
Credit Agreement, dated as of March 3, 2022, by and among NN, Inc.,
certain subsidiaries of NN, Inc., the lenders party thereto, and
Oaktree Fund Administration, LLC, as administrative
agent.
|
99.1 |
|
|
104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL
document) |
* Portions of this exhibit have been omitted
pursuant to Rule 601(b)(10) of Regulation S-K.
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 hereunto duly
authorized.
Date: March 4, 2022
|
|
|
|
|
|
|
|
|
NN, INC. |
|
|
By: |
|
/s/ Matthew S. Heiter |
Name: |
|
Matthew S. Heiter |
Title: |
|
Senior Vice President, General Counsel |
NN (NASDAQ:NNBR)
Historical Stock Chart
From May 2022 to Jun 2022
NN (NASDAQ:NNBR)
Historical Stock Chart
From Jun 2021 to Jun 2022