Frontdoor, Inc. Files 8-K: Material Agreement, Financials

TL;DR

FDOR signed a material definitive agreement, check the filings for details.

AI Summary

On June 3, 2024, Frontdoor, Inc. entered into a Material Definitive Agreement. The filing also includes Regulation FD Disclosure and Financial Statements and Exhibits. The company is incorporated in Delaware and headquartered in Memphis, Tennessee.

Why It Matters

This 8-K filing indicates a significant new agreement for Frontdoor, Inc., which could impact its business operations and financial performance.

Risk Assessment

Risk Level: medium — Material definitive agreements can introduce new risks or opportunities that may affect the company's future performance.

Key Players & Entities

• Frontdoor, Inc. (company) — Registrant
• June 3, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of Incorporation
• Memphis, Tennessee (location) — Address of Principal Executive Offices

FAQ

Key Financial Figures

• $0.01 — ich registered Common stock, par value $0.01 per share FTDR The Nasdaq Stock Mar
• $585 m — "), for aggregate cash consideration of $585 million, subject to certain customary adj
• $30,000,000 — ther provides that a termination fee of $30,000,000 will be payable by the Company to Selle
• $575 million — ent Parties have committed to provide a $575 million senior secured incremental term loan fa

Filing Documents

• d843555d8k.htm (8-K) — 36KB
• d843555dex21.htm (EX-2.1) — 466KB
• d843555dex991.htm (EX-99.1) — 22KB
• g843555g0601052102423.jpg (GRAPHIC) — 3KB
• 0001193125-24-153652.txt ( ) — 773KB
• ftdr-20240603.xsd (EX-101.SCH) — 3KB
• ftdr-20240603_lab.xml (EX-101.LAB) — 17KB
• ftdr-20240603_pre.xml (EX-101.PRE) — 11KB
• d843555d8k_htm.xml (XML) — 3KB

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description of Exhibit 2.1 Share Purchase Agreement, dated June 3, 2024, by and among Frontdoor, Inc., 2-10 HBW Acquisition, L.P. and 2-10 Holdco, Inc. 99.1 Press Release dated June 4, 2024. 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements. Statements that are not historical or current facts, including statements about beliefs and expectations, are forward-looking statements. These forward-looking statements cover, among other things, the timing of closing of the Transaction, the expected sources of funds to be used for the consideration to be paid in the Transaction, and the nature of the closing conditions for the Transaction. Forward-looking statements involve inherent risks and uncertainties, and important factors could cause actual results to differ materially from those anticipated, including the following: (1) the Transaction may not be completed, or completed within the expected timeframe; (2) costs relating to the Transaction (including in respect of the financing of the Transaction) may be greater than expected; (3) a governmental entity may prohibit, delay or refuse to grant a necessary regulatory approval in connection with the Transaction; (4) other closing conditions may not be met on a timely basis or at all which may delay or prevent the Transaction or require a waiver of such conditions; and (5) other factors identified under "Risk Factors" in Part I, Item 1A of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2023, as updated in the Company's subsequent reports filed with the Securities and Exchange Commission, and in the Press Release. Forward-looking statements speak only as of the date they are made, and the Company undertakes no obligation to update them in light of new information or future events except as required by law.

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. Date: June 4, 2024 By: /s/ Jeffrey A. Fiarman Name: Jeffrey A. Fiarman Title: Senior Vice President, Chief Legal Officer and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR