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 3, 2019 (December 3, 2019)
STEEL DYNAMICS, INC.
(Exact name of registrant as specified in its charter)
| Indiana | | 0-21719 | | 35-1929476 |
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (IRS Employer
Identification No.) |
7575 West Jefferson Blvd, Fort Wayne, Indiana 46804
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: 260-969-3500
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 voting, $0.025 par value | STLD | NASDAQ Global Select Market |
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 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 1.01. Entry into a Material Definitive Agreement
On December 3, 2019, Steel Dynamics, Inc. (the “Company”) entered into a new Credit Agreement with the agent and lenders named therein. The new Credit Agreement replaces the June 28, 2018 Third Amended and Restated Credit Agreement. The Credit Agreement has an unsecured revolving credit facility of $1.2 billion and a maturity date of December 3, 2024. Subject to certain conditions, the Company has the ability to increase the facility size by an amount up to $500.0 million. The new credit facility will be available for working capital and other general corporate purposes.
A copy of the Credit Agreement is filed as Exhibit 10.59 and is 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 regarding the Credit Agreement set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference in its entirety.
Item 8.01. Other Events.
On December 3, 2019, the Company issued a press release titled “Steel Dynamics Announces New Unsecured Revolving Credit Facility.” A copy of that press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d ) Exhibits.
The following exhibits are filed with this report:
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 hereto duly authorized.
| | | STEEL DYNAMICS, INC. |
| | |
| | | /s/Theresa E. Wagler |
| Date: December 3, 2019 | By: | Theresa E. Wagler |
| | Title: | Executive Vice President and Chief Financial Officer |
