Concrete Pumping Holdings Enters Material Definitive Agreement
Ticker: BBCP · Form: 8-K · Filed: Sep 9, 2024 · CIK: 1703956
| Field | Detail |
|---|---|
| Company | Concrete Pumping Holdings, INC. (BBCP) |
| Form Type | 8-K |
| Filed Date | Sep 9, 2024 |
| Risk Level | medium |
| Pages | 6 |
| Reading Time | 7 min |
| Key Dollar Amounts | $0.0001, $225.0 million, $350.0 million, $22.5 million, $32.5 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-definitive-agreement, financial-obligation
TL;DR
CPH just signed a big deal, likely involving new debt or financial obligations.
AI Summary
Concrete Pumping Holdings, Inc. entered into a Material Definitive Agreement on September 6, 2024, related to a direct financial obligation. The company, formerly known as Industrea Acquisition Corp., is incorporated in Delaware and headquartered in Thornton, Colorado.
Why It Matters
This filing indicates a significant new financial commitment or obligation for Concrete Pumping Holdings, which could impact its financial structure and future operations.
Risk Assessment
Risk Level: medium — Entering into material definitive agreements, especially those involving financial obligations, can introduce new risks related to debt covenants, repayment, and operational impact.
Key Players & Entities
- Concrete Pumping Holdings, Inc. (company) — Registrant
- Industrea Acquisition Corp. (company) — Former company name
- September 6, 2024 (date) — Date of earliest event reported
FAQ
What is the nature of the Material Definitive Agreement entered into by Concrete Pumping Holdings?
The filing indicates the agreement is related to a 'Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant'.
When was this agreement reported?
The report was filed as of September 9, 2024, with the earliest event reported on September 6, 2024.
What was Concrete Pumping Holdings' former name?
The company was formerly known as Industrea Acquisition Corp.
In which state is Concrete Pumping Holdings incorporated?
Concrete Pumping Holdings, Inc. is incorporated in Delaware.
What is the primary business of Concrete Pumping Holdings?
The company is in the 'CONSTRUCTION SPECIAL TRADE CONTRACTORS' industry.
Filing Stats: 1,716 words · 7 min read · ~6 pages · Grade level 12.1 · Accepted 2024-09-09 08:30:17
Key Financial Figures
- $0.0001 — ch registered Common stock , par value $0.0001 per share BBCP Nasdaq Stock Market L
- $225.0 million — it facility (the " ABL Facility ") from $225.0 million to $350.0 million (the " Maximum Revolv
- $350.0 million — ABL Facility ") from $225.0 million to $350.0 million (the " Maximum Revolver Amount ") and i
- $22.5 million — ease the letter of credit sublimit from $22.5 million to $32.5 million. The ABL Credit Agreem
- $32.5 million — f credit sublimit from $22.5 million to $32.5 million. The ABL Credit Agreement also provides
- $25.0 million — the ABL Facility by up to an additional $25.0 million. Borrowings and repayments under the A
- $2.5 million — ory of the ABL Borrowers (with a cap of $2.5 million for each of the US ABL Borrowers and th
- $50.0 million — stock which has not been appraised and $50.0 million less (v) applicable reserves. Borrowin
Filing Documents
- bbpp20240905_8k.htm (8-K) — 44KB
- ex_721671.htm (EX-10.1) — 1794KB
- ex_721672.htm (EX-99.1) — 12KB
- a01.jpg (GRAPHIC) — 4KB
- wellslogo.jpg (GRAPHIC) — 5KB
- 0001437749-24-028708.txt ( ) — 2337KB
- bbcp-20240906.xsd (EX-101.SCH) — 3KB
- bbcp-20240906_def.xml (EX-101.DEF) — 12KB
- bbcp-20240906_lab.xml (EX-101.LAB) — 15KB
- bbcp-20240906_pre.xml (EX-101.PRE) — 12KB
- bbpp20240905_8k_htm.xml (XML) — 3KB
01
ITEM 1.01. Entry into a Material Definitive Agreement On September 6, 2024 (the " Closing Date "), Concrete Pumping Holdings, Inc., together with Brundage-Bone Concrete Pumping Holdings, Inc., Brundage-Bone Concrete Pumping, Inc., Eco-Pan, Inc., Capital Pumping LP (collectively, the " US ABL Borrowers ") and Camfaud Concrete Pumps Limited and Premier Concrete Pumping Limited (together, the " UK ABL Borrowers " and together with the US ABL Borrower, collectively, the " ABL Borrowers "), Industrea Acquisition Corp., Intermediate Holdings and Concrete Pumping Intermediate Holdings, LLC entered into a fourth amendment to their existing asset-based revolving credit agreement (the " ABL Credit Agreement "), with Wells Fargo Bank, National Association, as administrative agent (" Agent "), Wells Fargo Capital Finance (UK) Limited, as UK security agent (" UK Security Agent "), the other loan parties from time to time party thereto and the lenders and issuing banks from time to time party thereto, to, among other changes, increase the maximum revolver borrowing amount for the five-year senior secured asset-based revolving credit facility (the " ABL Facility ") from $225.0 million to $350.0 million (the " Maximum Revolver Amount ") and increase the letter of credit sublimit from $22.5 million to $32.5 million. The ABL Credit Agreement also provides for an uncommitted accordion feature under which the ABL Borrowers can increase the ABL Facility by up to an additional $25.0 million. Borrowings and repayments under the ABL Facility may occur from time to time in the Company's ordinary course of business prior to the maturity date, which is the earlier of (a) September 6, 2029 and (b) the date that is 180 days prior to (i) the final stated maturity date of the Notes or (ii) the date the Notes become due and payable. The availability of borrowings under the ABL Facility is limited by a borrowing base comprised of (i) 85% of eligible accounts receivable of the ABL Borrowers plu
03
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in Item 1.01 above is incorporated by reference into this Item 2.03.
01
Item 7.01 Regulation FD Disclosure. On September 9, 2024, the Company issued a press release announcing the closing of the entry into the Fourth Amendment to the ABL Credit Agreement. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information furnished pursuant to Item 7.01, including Exhibit 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the " Exchange Act "), or otherwise subject to the liabilities under that section and shall not be deemed to be incorporated by reference into any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Financial Statements and Exhibits
Financial Statements and Exhibits. (d) Exhibits The following exhibits are being filed herewith: Exhibit No. Exhibit 10.1 Fourth Amendment to Amended and Restated ABL Credit Agreement and First Amendment to Amended and Restated US Guaranty and Security Agreement, dated September 6, 2024, among Brundage-Bone Concrete Pumping Holdings Inc., as Borrower, Concrete Pumping Holdings, Inc., as Holdings, Concrete Pumping Intermediate Acquisition Corp., the other loan parties from time to time party thereto, Wells Fargo Bank, National Association, as administrative agent, Wells Fargo Capital Finance (UK) Limited, as UK security agent, and the lenders and issuing banks from time to time party thereto. 99.1 Press Release dated September 9, 2024 (furnished herewith). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURES
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. CONCRETE PUMPING HOLDINGS, INC. Date: September 9, 2024 By: /s/ Iain Humphries Name: Iain Humphries Title: Chief Financial Officer and Secretary