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): June 28, 2023
ALTA EQUIPMENT GROUP INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-38864 | 83-2583782 | ||
(State or other jurisdiction | (Commission | (IRS Employer |
13211 Merriman Road
Livonia, Michigan 48150
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: (248) 449-6700
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)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Common stock, $0.0001 par value per share | ALTG | The New York Stock Exchange | ||
Depositary Shares representing a 1/1000th fractional interest in a share of 10% Series A Cumulative Perpetual Preferred Stock, $0.0001 par value per share | ALTG PRA | The 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).
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.
Amended and Restated Credit Arrangements
On June 28, 2023 Alta Equipment Group Inc. (the “Company”) amended its Sixth Amended and Restated ABL First Lien Credit Agreement along with its Sixth Amended and Restated Floor Plan First Lien Credit Agreement, both dated April 1, 2021, by and between the Company and other credit parties named therein, and the lender JP Morgan Chase Bank, N.A., as Administrative Agent. The amendment will, among other things, (i) exercise $55 million of the Company’s expansion option currently included in the Company’s asset-based revolving line of credit increasing borrowing capacity from $430 million to $485 million; (ii) provide for a $65 million expansion option allowing the Company to further increase borrowing capacity under the asset-based revolving line of credit to $550 million; (iii) increase the maximum borrowing capacity of its revolving floor plan facility by $10 million from $60 million to $70 million; (iv) provide for a $20 million expansion option allowing the Company to further increase borrowing capacity under the revolving floor plan facility to $90 million; and (v) increase permitted maximum borrowings under third-party floorplan facilities from $350 million to $390 million with additional annual 10% increases beyond 2023.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information provided under Item 1.01 above is incorporated by reference into this Item 2.03.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits |
Exhibit No. | Description | |
10.1 |
| Third Amendment to Sixth Amended and Restated ABL First Lien Credit Agreement |
10.2 |
| Fourth Amendment to Sixth Amended and Restated Floor Plan First Lien Credit Agreement |
104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| ALTA EQUIPMENT GROUP INC. | ||
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Dated: June 30, 2023 | By: | /s/ Ryan Greenawalt | |
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| Name: Ryan Greenawalt | |
|
| Title: Chief Executive Officer | |