BrightView Holdings Enters Material Definitive Agreement

TL;DR

BV enters new material agreement, filing includes financials.

AI Summary

On May 28, 2024, BrightView Holdings, Inc. entered into a Material Definitive Agreement. The filing also includes Regulation FD Disclosures and Financial Statements and Exhibits. The company is incorporated in Delaware and its principal executive offices are located at 980 Jolly Road, Blue Bell, Pennsylvania.

Why It Matters

This filing indicates a significant new agreement for BrightView Holdings, Inc., which could impact its future operations and financial performance.

Risk Assessment

Risk Level: medium — Entering into a material definitive agreement can introduce new risks and opportunities that are not yet fully understood.

Key Players & Entities

• BrightView Holdings, Inc. (company) — Registrant
• May 28, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 980 Jolly Road, Blue Bell, Pennsylvania 19422 (address) — Registrant's principal executive offices

FAQ

Key Financial Figures

• $0.01 — nge on which registered Common stock, $0.01 par value BV New York Stock Exchange
• $738 million — gregate outstanding principal amount of $738 million (the "Term Loans"). The Term Loans bear

Filing Documents

• tm2415655d1_8k.htm (8-K) — 30KB
• tm2415655d1_ex10-1.htm (EX-10.1) — 1359KB
• tm2415655d1_ex99-1.htm (EX-99.1) — 7KB
• 0001104659-24-065613.txt ( ) — 1878KB
• bv-20240528.xsd (EX-101.SCH) — 3KB
• bv-20240528_lab.xml (EX-101.LAB) — 33KB
• bv-20240528_pre.xml (EX-101.PRE) — 22KB
• tm2415655d1_8k_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. BrightView Holdings, Inc. (the "Company"), its wholly-owned subsidiary, BrightView Landscapes, LLC (the "Credit Agreement Borrower"), the other credit parties party thereto, the lenders or other financial institutions or entities party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent and Collateral Agent (the "Agent"), entered into Amendment No. 8 to the Credit Agreement dated as of May 28, 2024 (the "Credit Agreement Amendment"), which amends the Credit Agreement, dated as of December 18, 2013, by and among the Company, the Credit Agreement Borrower and the lenders or other financial institutions or entities from time to time party thereto and the Agent (as previously amended, the "Existing Credit Agreement") to reduce the interest rate applicable to its currently outstanding term loans with a current aggregate outstanding principal amount of $738 million (the "Term Loans"). The Term Loans bear interest at either a base rate or Term SOFR at the election of the Credit Agreement Borrower, in each case, plus an applicable margin. The Credit Agreement Amendment, among other things, reduces the applicable margin from (i) a range, based on first lien leverage, of 2.00-2.25% for base rate loans and 3.00-3.25% for Term SOFR loans to (ii) 1.50% with respect to base rate loans and 2.50% with respect to Term SOFR loans without any leverage-based adjustment. The Agent, certain of the lenders and certain of their respective affiliates, have provided, and in the future may provide, financial, banking and related services to the Company. These parties have received, and in the future may receive, compensation from the Company for these services. Additionally, KKR Capital Markets LLC ("KCM"), an affiliate of one of the Company's significant shareholders, KKR BrightView Aggregator L.P. (the "KKR Stockholder"), provided services to the Company related to the Credit Agreement Amendment for which KCM is entitled t

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On May 28, 2024, the Company issued a press release describing the Credit Agreement Amendment. The press release is furnished hereto as Exhibit 99.1. This information is furnished pursuant to Item 7.01 of Form 8-K. The information in this Item 7.01 and in Exhibit 99.1 hereto shall not be treated as filed for purposes of the Securities Exchange Act of 1934, as amended. The furnishing of the information in Item 7.01 is not intended to, and does not constitute a representation that such furnishing is required by Regulation FD or that the information in this Item 7.01 is material information that is not otherwise publicly available.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. Exhibit Number Description 10.1 Amendment No. 8 to Credit Agreement, dated as of May 28, 2024, by and among BrightView Holdings, Inc. BrightView Landscapes, LLC, each of the other credit parties thereto, the lenders or other financial institutions or entities party thereto and JPMorgan Chase Bank, N.A. as Administrative Agent and Collateral Agent. 99.1 Press Release of BrightView Holdings, Inc., dated May 28, 2024. 104.1 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. BrightView Holdings, Inc. Date: May 28, 2024 By: /s/ Jonathan M. Gottsegen Name: Jonathan M. Gottsegen Title: Executive Vice President, Chief Legal Officer and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR