Current Report Filing (8-k)
December 02 2020 - 7:33AM
Edgar (US Regulatory)
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0001278027
2020-12-02
2020-12-02
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xbrli:shares
iso4217:USD
xbrli:shares
As filed with
the Securities and Exchange Commission on December 2, 2020
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): December 2, 2020
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B&G Foods, Inc.
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(Exact name of Registrant as specified in its charter)
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Delaware
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001-32316
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13-3918742
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(State or Other Jurisdiction
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(Commission
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(IRS Employer
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of Incorporation)
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File Number)
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Identification No.)
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Four
Gatehall Drive, Parsippany,
New Jersey
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07054
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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: (973) 401-6500
Securities registered pursuant to Section 12(b) of the Act:
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, par value $0.01 per share
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BGS
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New York Stock Exchange
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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))
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 7.01. Regulation FD Disclosure.
Item 8.01. Other Events.
On December 2, 2020, B&G Foods
issued a press release announcing that we intend to refinance existing revolving loans with additional tranche B term loans
under our senior secured credit facility. We also plan to increase the revolver capacity and extend the maturity date of our revolving
credit facility.
On December 2, 2020, B&G Foods
will be making a slide presentation to prospective lenders in connection with the refinancing.
A copy of the press release is attached
to this report as Exhibit 99.1 and a copy of the slide presentation is attached to this report as Exhibit 99.2. The information
contained in Exhibits 99.1 and 99.2 is incorporated by reference herein and is furnished pursuant to Item 7.01, “Regulation
FD Disclosure.”
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
hereunto duly authorized.
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B&G FOODS, INC.
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Dated: December 2, 2020
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By:
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/s/ Scott E. Lerner
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Scott E. Lerner
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Executive Vice President,
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General Counsel and Secretary
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