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): January 19, 2024
JELD-WEN HOLDING, INC.
(Exact name of registrant as specified in its charter)
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| Delaware | | 001-38000 | | 93-1273278 |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (I.R.S. Employer
Identification Number) |
2645 Silver Crescent Drive
Charlotte, North Carolina 28273
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (704) 378-5700
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 (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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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c)) |
Securities Registered Pursuant to Section 12(b) of the Act:
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| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common Stock (par value $0.01 per share) | | JELD | | New York Stock Exchange |
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).
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 January 19, 2024, JELD-WEN Holding, Inc., a Delaware corporation (the “Company”), JELD-WEN, Inc., a wholly-owned subsidiary of the Company (“JW, Inc.”), and the other guarantors party thereto entered into an Amendment No. 8 (“Term Loan Amendment”) to its existing Term Loan Credit Agreement (“Term Loan Agreement”), dated as of October 15, 2014 (as amended by Amendment No. 1, dated as of July 1, 2015, Amendment No. 2, dated as of November 1, 2016, Amendment No. 3, dated as of March 7, 2017, Amendment No. 4, dated as of December 14, 2017, Amendment No. 5, dated as of September 20, 2019, Amendment No. 6, dated as of July 28, 2021, and Amendment No. 7, dated as of June 16, 2023), by and among the Company, JW, Inc., the other guarantors party thereto, the lenders party thereto, Bank of America, N.A., as administrative agent, and the other parties thereto. Under the Term Loan Amendment, the applicable margin for Term SOFR Loans and for ABR Loans, which varies based on the public corporate credit rating of JW, Inc., from any two of Moody’s, S&P and Fitch, was lowered by 0.25% for each pricing level. The applicable margin for Term SOFR Loans will now be 1.75% with a rating of BB/Ba2 or better, or otherwise 2.00%; and for ABR Loans will now be 0.75% with a rating of BB/Ba2 or better, or otherwise 1.00%. The Term Loan Amendment also removed certain provisions no longer relevant to the parties and made certain other technical amendments and related conforming changes. All other material terms and conditions of the Term Loan Agreement were unchanged.
The foregoing description of the Term Loan Amendment is qualified in its entirety by reference to the full text of the Term Loan Amendment, a copy of which is filed herewith as Exhibit 10.1 and is hereby incorporated by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.
The disclosure set forth under Item 1.01 is incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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| Exhibit No. | Description |
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| 10.1* | Amendment No. 8 to Term Loan Credit Agreement, dated as of January 19, 2024, among JELD-WEN Holding, Inc., JELD-WEN, Inc., the other guarantors party thereto, the lenders party thereto, Bank of America, N.A., as administrative agent, and the other parties thereto. |
| 104 | Cover Page Interactive Data file (formatted as Inline XBRL).
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* Certain schedules and exhibits omitted pursuant to Item 601(a)(5) of Regulation S-K promulgated by the SEC. The Company agrees to furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request.
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.
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| Date: January 19, 2024 | | | | JELD-WEN HOLDING, INC. |
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| | | By: | /s/ Julie Albrecht |
| | | | Julie Albrecht |
| | | | Executive Vice President and Chief Financial Officer |
