Nathan's Famous Enters New Agreement, Terminates Old One
Ticker: NATH · Form: 8-K · Filed: Jul 10, 2024 · CIK: 69733
Sentiment: neutral
Topics: material-agreement, termination, financial-obligation
TL;DR
Nathan's Famous just signed a new deal and ditched an old one, creating new financial obligations.
AI Summary
On July 10, 2024, Nathan's Famous, Inc. entered into a Material Definitive Agreement and simultaneously terminated a prior agreement. This action also created a direct financial obligation for the registrant. The filing includes financial statements and exhibits related to these events.
Why It Matters
This filing indicates a significant change in Nathan's Famous' contractual obligations, potentially impacting its financial structure and future operations.
Risk Assessment
Risk Level: medium — Entering into new material agreements and terminating old ones, along with creating new financial obligations, introduces potential risks related to contract terms and financial commitments.
Key Players & Entities
- Nathan's Famous, Inc. (company) — Registrant
- July 10, 2024 (date) — Date of Report
FAQ
What is the nature of the Material Definitive Agreement entered into by Nathan's Famous, Inc. on July 10, 2024?
The filing indicates the entry into a Material Definitive Agreement, but the specific details of this agreement are not provided in the provided text.
What was the previous agreement that Nathan's Famous, Inc. terminated?
The filing states that a Material Definitive Agreement was terminated, but the specific details or name of this prior agreement are not included in the provided text.
What direct financial obligation was created for Nathan's Famous, Inc. as a result of these events?
The filing confirms the creation of a direct financial obligation, but the specific nature and amount of this obligation are not detailed in the provided text.
What is the principal executive office address for Nathan's Famous, Inc.?
The principal executive offices of Nathan's Famous, Inc. are located at One Jericho Plaza, Jericho, New York 11753.
What is the Commission File Number for Nathan's Famous, Inc.?
The Commission File Number for Nathan's Famous, Inc. is 001-35962.
Filing Stats: 1,384 words · 6 min read · ~5 pages · Grade level 12.1 · Accepted 2024-07-10 17:08:24
Key Financial Figures
- $60,000,000 — rrevocably called for the redemption of $60,000,000 of its 6.625% Secured Notes due 2025 (t
- $60.0 million — a term loan facility (" Term Loan ") of $60.0 million and a revolving credit facility (" Revo
- $10.0 million — facility (" Revolving Loan ") of up to $10.0 million (the " Revolving Committed Amount ") wi
- $2.5 million — Committed Amount ") with a sublimit of $2.5 million for letters of credit. The Credit Agree
- $2 million — % of any Net Cash Proceeds in excess of $2 million individually or in the aggregate over t
Filing Documents
- tm2419221d1_8k.htm (8-K) — 34KB
- tm2419221d1_ex10-1.htm (EX-10.1) — 853KB
- 0001104659-24-078990.txt ( ) — 1244KB
- nath-20240710.xsd (EX-101.SCH) — 3KB
- nath-20240710_lab.xml (EX-101.LAB) — 33KB
- nath-20240710_pre.xml (EX-101.PRE) — 22KB
- tm2419221d1_8k_htm.xml (XML) — 3KB
01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On July 10, 2024 (the " Effective Date "), Nathan's Famous, Inc. (the " Company ") entered into a Credit Agreement (the " Credit Agreement ") among the Company, as borrower, direct and indirect subsidiaries of the Company (the " Guarantors "), as guarantors, the lenders from time to time party thereto (the " Lenders ") and Citibank, N.A., as administrative agent, swing line lender, L/C issuer and a Lender as further described in "Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant" which is incorporated by reference in this Item 1.01.
02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT
ITEM 1.02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT. On July 10, 2024, the Company irrevocably called for the redemption of $60,000,000 of its 6.625% Secured Notes due 2025 (the " Existing Notes ") and irrevocably deposited with U.S. Bank Trust Company, National Association, as trustee for the Existing Notes (the " Trustee "), an amount of funds sufficient to redeem such Existing Notes on August 14, 2024 (including accrued interest thereon to, but not including, the date of redemption) at a redemption price of 100.00% of the principal amount of the Existing Notes. Consequently, on July 10, 2024, each of the Company and the guarantors under the Existing Notes (i) satisfied and discharged its respective obligations under the Existing Notes and the Indenture (the " Indenture ") dated as of November 1, 2017, by and among the Company, the guarantors listed therein and the Trustee, including, without limitation, the release of Collateral (as defined in the Indenture) from the Lien (as defined in the Indenture) securing the Existing Notes, other than those obligations which by the terms of the Indenture survive.
03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION
ITEM 2.03. CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT. On July 10, 2024, the Company and the Guarantors entered into the Credit Agreement. The Credit Agreement provides for a term loan facility (" Term Loan ") of $60.0 million and a revolving credit facility (" Revolving Loan ") of up to $10.0 million (the " Revolving Committed Amount ") with a sublimit of $2.5 million for letters of credit. The Credit Agreement also provides that the Company has the right from time to time during the term of the Credit Agreement to request the Lenders for incremental revolving loan borrowing increases of up to an additional $10.0 million in the aggregate, subject to, among other items, the Lenders agreeing to lend any such additional amounts and compliance with terms specified in the Credit Agreement. The Credit Agreement matures on July 10, 2029. The Company borrowed $60.0 million in Term Loan borrowings on the Effective Date. The Company used Term Loan borrowings under the Credit Agreement to refinance the Existing Notes. The Company will use any Revolving Loan borrowings under the Credit Agreement for working capital and general corporate purposes. Capitalized terms not defined herein shall have the meanings set forth in the Credit Agreement. Term Loan and Revolving Loan borrowings under the Credit Agreement will bear interest at a rate per annum, at the Company's option, of (a) for Base Rate Loans, the Base Rate plus the Applicable Rate of 0.00% or (b) for Term SOFR Loans, Term SOFR plus the Applicable Rate of 1.40%. The Company will be subject to a commitment fee of 0.20% per annum on the daily amount of the undrawn portion of the Revolving Committed Amount. The Credit Agreement also provides that the Company is required to be in compliance with a Consolidated Fixed Charge Coverage Ratio not to exceed 1.20 to 1.00 and a Consolidated Net Leverage Ratio not to exceed 3.00 to 1.00, in each case, beginning w
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits 10.1 Credit Agreement dated as of July 10, 2024 among Nathan's Famous, Inc., the subsidiaries of Nathan's Famous, Inc. party thereto, the lenders party thereto and Citibank, N.A. 104 Cover Page Interactive Data File (formatted as Inline XBRL) 3
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. Dated: July 10, 2024 NATHAN'S FAMOUS, INC. By: /s/ Eric Gatoff Name: Eric Gatoff Title: Chief Executive Officer 4