Simply Good Foods Enters Material Agreement, Faces New Obligations

TL;DR

Simply Good Foods just signed a big deal and now has new financial obligations.

AI Summary

On June 13, 2024, The Simply Good Foods Company entered into a material definitive agreement related to the acquisition of assets. This also triggered the creation of a direct financial obligation for the registrant. The company is based in Denver, Colorado.

Why It Matters

This filing indicates a significant business transaction for Simply Good Foods, potentially involving debt or new financial commitments that could impact its financial health and future operations.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements and creating new financial obligations can introduce financial risks and operational complexities.

Key Players & Entities

• The Simply Good Foods Company (company) — Registrant
• June 13, 2024 (date) — Date of earliest event reported
• Denver, Colorado (location) — Company business address

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock, par value $0.01 per share SMPL Nasdaq Indicate by c
• $280,000,000 — the Target for a cash purchase price of $280,000,000 (subject to customary adjustments for t
• $250,000,000 — Amendment, the Borrowers established a $250,000,000 incremental term facility (the loans th

Filing Documents

• tm2417264d1_8k.htm (8-K) — 37KB
• tm2417264d1_ex2-1.htm (EX-2.1) — 72KB
• tm2417264d1_ex99-1.htm (EX-99.1) — 20KB
• tm2417264d1_8kimg001.jpg (GRAPHIC) — 17KB
• tm2417264d1_ex99-1img001.jpg (GRAPHIC) — 14KB
• 0001104659-24-072273.txt ( ) — 390KB
• smpl-20240613.xsd (EX-101.SCH) — 3KB
• smpl-20240613_lab.xml (EX-101.LAB) — 33KB
• smpl-20240613_pre.xml (EX-101.PRE) — 22KB
• tm2417264d1_8k_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On June 13, 2024, Simply USA, which is the Administrative Borrower under the Credit Agreement (as defined below), entered into that certain Amendment No. 6 (Incremental Facility Amendment) (the " Credit Agreement Amendment ") to that certain Credit Agreement, dated as of July 7, 2017, among Atkins Intermediate Holdings, LLC, a Delaware limited liability company (" Holdings "), Conyers Park Acquisition Corp., a Delaware corporation, Simply USA, Atkins Nutritionals Holdings, Inc., a Delaware corporation (" ANH "), Atkins Nutritionals Holdings II, Inc., a Delaware corporation (" ANH II "), NCP-ATK Holdings, Inc., a Delaware corporation, (" NCP " and, together with Simply USA, ANH, and ANHII, the " Borrowers "), the lenders party thereto and Barclays Bank PLC, as administrative agent (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the " Credit Agreement "). Pursuant to the Credit Agreement Amendment, the Borrowers established a $250,000,000 incremental term facility (the loans thereunder, the " 2024 Incremental Term Loans "), which have substantially the same terms as the existing term loans under the Credit Agreement, including an interest rate of SOFR plus a credit spread adjustment equal to 0.10% for one-month SOFR, 0.15% for up to three-month SOFR and 0.25% for up to six-month SOFR, subject to a floor of 0.50%, plus 2.50% margin and a maturity date of March 17, 2027. T he proceeds of the 2024 Incremental Term Loans were used to fund, among other things, (i) the payment of consideration pursuant to the terms and conditions of the Purchase Agreement, and any other payments contemplated by the Purchase Agreement, (ii) the repayment in full (or the termination, discharge or defeasance (or arrangements for the termination, discharge or defeasance)) of all outstanding indebtedness of Target under that certain Credit Agreement, dated as of March 29, 2023, by and amon

01 Completion of Acquisition or Disposition of Assets

Item 2.01 Completion of Acquisition or Disposition of Assets. The disclosure set forth in the "Introductory Note" above is incorporated into this Item 2.01 by reference, and does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, which has been filed as Exhibit 2.1 to the Company's Current Report on Form 8-K dated April 30, 2024, 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 the Registrant. The information set forth under Item 1.01 of this Current Report on Form 8-K is incorporated by reference herein.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure On June 13, 2024, the Company issued a press release announcing the completion of the Acquisition. The press release is attached hereto as Exhibit 99.1. The information in this item, including Exhibit 99.1, is being furnished, not filed. Accordingly, the information in this item will not be incorporated by reference into any registration statement unless specifically identified therein as being incorporated by reference therein. 2

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 2.1 Amendment No. 6 (Incremental Facility Amendment), dated as of June 13, 2024, among Atkins Intermediate Holdings, LLC, a Delaware limited liability company, Conyers Park Acquisition Corp., a Delaware corporation, Simply Good Foods USA, Inc., a Delaware corporation, Atkins Nutritionals Holdings, Inc., a Delaware corporation, Atkins Nutritionals Holdings II, Inc., a Delaware corporation, NCP-ATK Holdings, Inc., a Delaware corporation, the lenders party thereto and Barclays Bank PLC, as administrative agent . 99.1 Press Release dated June 13, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 3 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. Date: June 17, 2024 By: /s/ Shaun P. Mara Name: Shaun P. Mara Title: Chief Financial Officer (Principal Financial Officer) 4

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View this 8-K filing on SEC EDGAR