Hagerty, Inc. Files 8-K: Material Agreements & Officer Changes
Ticker: HGTY · Form: 8-K · Filed: May 31, 2024 · CIK: 1840776
| Field | Detail |
|---|---|
| Company | Hagerty, Inc. (HGTY) |
| Form Type | 8-K |
| Filed Date | May 31, 2024 |
| Risk Level | medium |
| Pages | 5 |
| Reading Time | 6 min |
| Key Dollar Amounts | $0.0001, $11.50, $75.0 million, $650,000, $50,000 |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, officer-changes, director-departure, financial-obligation
TL;DR
Hagerty's got new deals and new execs, plus a director bounced. Big moves.
AI Summary
Hagerty, Inc. announced on May 29, 2024, that it entered into a material definitive agreement related to financial obligations. The company also disclosed the departure of a director and the appointment of a new officer, along with compensatory arrangements. This filing also includes financial statements and exhibits.
Why It Matters
This 8-K filing indicates significant corporate actions at Hagerty, Inc., including new financial agreements and changes in leadership, which could impact the company's financial health and strategic direction.
Risk Assessment
Risk Level: medium — The filing details material definitive agreements and financial obligations, alongside executive and director changes, which inherently carry medium risk due to potential impacts on operations and financial performance.
Key Players & Entities
- Hagerty, Inc. (company) — Registrant
- Aldel Financial Inc. (company) — Former company name
- May 29, 2024 (date) — Date of earliest event reported
FAQ
What type of material definitive agreement did Hagerty, Inc. enter into?
The filing indicates Hagerty, Inc. entered into a material definitive agreement related to financial obligations, but the specific details of the agreement are not elaborated in the provided text.
What changes occurred regarding Hagerty, Inc.'s directors or officers?
The filing reports the departure of a director and the appointment of a new officer, along with details on compensatory arrangements for certain officers.
What is the exact date of the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing occurred on May 29, 2024.
What is Hagerty, Inc.'s state of incorporation and fiscal year end?
Hagerty, Inc. is incorporated in Delaware and its fiscal year ends on December 31.
What was Hagerty, Inc.'s former company name and when did the name change occur?
Hagerty, Inc.'s former company name was Aldel Financial Inc., and the name change occurred on January 15, 2021.
Filing Stats: 1,496 words · 6 min read · ~5 pages · Grade level 10.9 · Accepted 2024-05-31 09:02:42
Key Financial Figures
- $0.0001 — stered Class A common stock, par value $0.0001 per share HGTY The New York Stock Excha
- $11.50 — mon stock, each at an exercise price of $11.50 per share HGTY.WS The New York Stock Ex
- $75.0 million — nal incremental revolving commitment of $75.0 million funded by Wells Fargo. In the ordinar
- $650,000 — ll receive (i) an annual base salary of $650,000 (" Base Salary "), (ii) a one-time cash
- $50,000 — , (ii) a one-time cash sign-on bonus of $50,000, and (iii) a restricted stock unit gran
- $350,000 — icted stock unit grant in the amount of $350,000 to be made on July 1, 2024 or, if his s
- $250,000 — Mr. Briglia's payment shall be at least $250,000. In addition, Mr. Briglia will be eli
Filing Documents
- hgty-20240529.htm (8-K) — 41KB
- hgty_ex101xform8-kx31may24.htm (EX-10.1) — 44KB
- hgty_exx102xform8-kx31may24.htm (EX-10.2) — 95KB
- hgty_ex991xform8-kx31may24.htm (EX-99.1) — 9KB
- image_0a.jpg (GRAPHIC) — 9KB
- 0001840776-24-000114.txt ( ) — 415KB
- hgty-20240529.xsd (EX-101.SCH) — 3KB
- hgty-20240529_def.xml (EX-101.DEF) — 17KB
- hgty-20240529_lab.xml (EX-101.LAB) — 30KB
- hgty-20240529_pre.xml (EX-101.PRE) — 18KB
- hgty-20240529_htm.xml (XML) — 4KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement On May 29 , 2024, The Hagerty Group, LLC (the " Borrower ") entered into an Eleventh Amendment (the " Eleventh Amendment ") to the Amended and Restated Credit Agreement (" Credit Agreement "), which amended the terms of its credit facility with JPMorgan Chase Bank, N.A., as administrative agent, issuing bank and swingline lender, the foreign subsidiary borrowers party thereto, and the other financial institutions party thereto as lenders (the " Lenders "). The Eleventh Amendment amends the existing Credit Agreement to (i) add Wells Fargo Bank, National Association (" Wells Fargo ") as a new Lender under the Credit Agreement; and (ii) provide for an additional incremental revolving commitment of $75.0 million funded by Wells Fargo. In the ordinary course of their respective businesses, one or more of the Lenders, or their affiliates, have or may have various relationships with Hagerty, Inc. (the " Company "), the Borrower, and their subsidiaries (the " Company Group "), involving the provision of a variety of financial services, including cash management, commercial banking, investment banking, advisory or other financial services, for which they received, or will receive, customary fees and expenses. In addition, the Company Group may have entered into interest rate and foreign exchange derivative arrangements with one or more Lenders, or their affiliates. The foregoing description of the Eleventh Amendment and the Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Eleventh Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The disclosure set forth in Item 1.01 above is hereby incorporated by reference into this Item 2.03 as if fully set
01 Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure. On May 31, 2024, the Company issued a press release announcing Mr. Briglia's appointment as its President of Insurance effective July 1, 2024, which is attached hereto to as Exhibit 99.1. The information contained in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the " Exchange Act ") or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 Eleventh Amendment to Amended and Restated Credit Agreement, dated as of May 29, 2024, among The Hagerty Group, LLC, Wells Fargo Bank, National Association, and JPMorgan Chase Bank, N.A., as administrative agent, issuing bank and swingling lender, filed herewith. 10.2 Employment Agreement, effective as of July 1, 2024, by and between the Company and Jeff Briglia. 99.1 Press Release, Dated May 31, 2024 . 104 Cover Page Interactive Data File (formatted as Inline XBRL)
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. HAGERTY, INC. /s/ Diana Chafey Date: May 31, 2024 Diana Chafey Chief Legal Officer and Corporate Secretary