WD-40 Company Files 8-K for Material Definitive Agreement

TL;DR

WD-40 filed an 8-K for a new material definitive agreement on April 30th.

AI Summary

On April 30, 2024, WD-40 Company entered into a Material Definitive Agreement related to a financial obligation. The company, incorporated in Delaware with its principal executive offices in San Diego, California, filed this 8-K report on May 2, 2024.

Why It Matters

This filing indicates a significant financial agreement has been made by WD-40 Company, which could impact its financial obligations and future operations.

Risk Assessment

Risk Level: low — The filing is a standard disclosure of a material definitive agreement and does not inherently signal significant new risks.

Key Numbers

• 000-06936 — SEC File Number (Identifies the company's filing with the SEC.)
• 95-1797918 — IRS Employer Identification Number (Company's tax identification number.)

Key Players & Entities

• WD-40 Company (company) — Registrant
• April 30, 2024 (date) — Date of earliest event reported
• May 2, 2024 (date) — Date of report
• Delaware (jurisdiction) — State of incorporation
• San Diego, California (location) — Principal executive offices

FAQ

Key Financial Figures

• $0.001 — ich registered Common stock, par value $0.001 per share WDFC NASDAQ Indicate by che
• $150 million — The Revolving Commitment decreases from $150 million to $125 million. The sublimit of the R
• $125 million — mmitment decreases from $150 million to $125 million. The sublimit of the Revolving Commitm
• $100 million — Middle East, and Africa, decreases from $100 million to $95 million. The index rate to comp
• $95 million — Africa, decreases from $100 million to $95 million. The index rate to compute interest fo
• $10 million — ot Loan Parties has been increased from $10 million to $25 million. The exception for Inve
• $25 million — has been increased from $10 million to $25 million. The exception for Investments not oth
• $15 million — by an exception has been increased from $15 million to $25 million. The restrictions on Pe
• $40 million — has been increased from $25 million to $40 million. The material terms of the 2 nd A&R C

Filing Documents

• wdfc-20240430.htm (8-K) — 41KB
• ex10a.htm (EX-10.A) — 935KB
• ex10b.htm (EX-10.B) — 71KB
• 0000105132-24-000032.txt ( ) — 1321KB
• wdfc-20240430.xsd (EX-101.SCH) — 2KB
• wdfc-20240430_lab.xml (EX-101.LAB) — 21KB
• wdfc-20240430_pre.xml (EX-101.PRE) — 12KB
• wdfc-20240430_htm.xml (XML) — 3KB

01. Entry into a Material Definitive Agreement

ITEM 1.01. Entry into a Material Definitive Agreement 2 nd Amended and Restated Credit Agreement On April 30, 2024, WD-40 Company (the "Company"), and certain subsidiaries of the Company, entered into a Second Amended and Restated Credit Agreement (the "2 nd A&R Credit Agreement") with Bank of America, N.A. ("Bank of America"). The 2 nd A&R Credit Agreement modifies certain terms and conditions of the Company's Amended and Restated Agreement dated March 16, 2020 (as amended on September 30, 2020, and November 29, 2021, collectively, the "Credit Agreement"), including extending the maturity date for the revolving credit facility to April 30, 2029. Borrowings under the 2 nd A&R Credit Agreement will be used for the Company's various operating, investing and financing needs. Capitalized terms not otherwise defined in this report have the meaning given to such terms in the 2 nd A&R Credit Agreement. Under the 2 nd A&R Credit Agreement: The Revolving Commitment decreases from $150 million to $125 million. The sublimit of the Revolving Commitment for borrowing by WD-40 Company Limited, a wholly owned operating subsidiary of the Company for Europe, India, the Middle East, and Africa, decreases from $100 million to $95 million. The index rate to compute interest for U.S. Dollar borrowings changes from the Bloomberg Short-term Bank Yield Index rate to the Secured Overnight Financing Rate as administered by the Federal Reserve Bank of New York. In addition to other non-material and technical amendments, including changes to certain definitions and clarifications, the 2 nd A&R Credit Agreement includes modifications to certain restrictive covenants: The exception to a prohibition on Investments for intercompany loans or advances from any Loan Party to Subsidiaries which are not Loan Parties has been increased from $10 million to $25 million. The exception for Investments not otherwise covered by an exception has been increased from $15 million to $25 million. T

01. Financial Statements and Exhibits

ITEM 9.01. Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 10(a) 2 nd Amended and Restated Credit Agreement dated April 30, 2024 among WD-40 Company and certain of its subsidiaries and Bank of America, N.A. 10(b) 4 th Amendment to Note Purchase and Private Shelf Agreement dated April 30, 2024 among WD-40 Company and PGIM, Inc. and certain affiliates and managed accounts of PGIM, Inc. 104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. 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. WD-40 Company (Registrant) Date: May 2, 2024 /s/ SARA K. HYZER Sara K. Hyzer Vice President, Finance and Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR