UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-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): May 15, 2018
CONSTRUCTION PARTNERS, INC.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-38479 | 26-0758017 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification Number) |
290 Healthwest Dr., Suite 2
Dothan, Alabama 36303
(Address of principal executive offices, including zip code)
(334)673-9763
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form8-K 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 |
| ☐ | Soliciting material pursuant toRule 14a-12 under the Exchange Act |
| ☐ | Pre-commencement communications pursuant toRule 14d-2(b) under the Exchange Act |
| ☐ | Pre-commencement communications pursuant toRule 13e-4(c) under the Exchange Act |
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 Rule12b-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 May 15, 2018, Construction Partners, Inc. (the “Company”), as a guarantor, and certain of its wholly owned subsidiaries, as borrowers, entered into the Loan Modification Agreement and Amendment to Loan Documents (the “Amendment”), with the lenders named therein and Compass Bank, as administrative agent, which further amends the Credit Agreement, dated June 30, 2017 (as amended by the Loan Modification Agreement and Amendment to Loan Documents, dated November 14, 2017, and the Loan Modification Agreement and Amendment to Loan Documents, dated December 31, 2017, the “Compass Credit Agreement”), which provides for a revolving credit facility and term loan (the “Term Loan”). The Amendment increases the Term Loan commitment by $22.0 million and adds The Scruggs Company as a borrower with a revolver sublimit of $5.0 million and term loan recourse amount of $25.0 million. The additional borrowings under the Term Loan were used to fund a portion of the purchase price of The Scruggs Company.
The preceding description of the Compass Credit Agreement and the Amendment is qualified in its entirety by reference to the full text of such documents, copies of which are attached hereto as Exhibits 10.1, 10.2, 10.3, 10.4 and 10.5, and incorporated herein by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under anOff-Balance Sheet Arrangement of a Registrant.
The information set forth above in Item 1.01 of this Current Report on Form8-K and in the description of the Compass Credit Agreement included in the Company’s final prospectus dated May 3, 2018 filed with the Securities and Exchange Commission pursuant to Rule 424(b)(4) under the Securities Act of 1933, as amended, on May 4, 2018, is incorporated herein by reference.
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 thereunto duly authorized.
| CONSTRUCTION PARTNERS, INC. | ||||||
| Date: May 25, 2018 | By: | /s/ R. Alan Palmer | ||||
| R. Alan Palmer | ||||||
| Executive Vice President and Chief Financial Officer | ||||||
