US Foods Enters Material Definitive Agreement

Ticker: USFD · Form: 8-K · Filed: 2024-10-03T00:00:00.000Z

Sentiment: neutral

Topics: material-agreement, financial-obligation

TL;DR

US Foods just signed a big new financial deal, details to come.

AI Summary

On October 3, 2024, US Foods Holding Corp. entered into a material definitive agreement related to financial obligations. The filing details the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. Specific details regarding the nature and terms of this agreement, including any associated dollar amounts or specific parties, are not fully disclosed in the provided text.

Why It Matters

This filing indicates a new financial commitment or obligation for US Foods Holding Corp., which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — The creation of a new material definitive agreement and financial obligation introduces potential risks related to the terms, execution, and impact on the company's financial health.

Key Players & Entities

FAQ

What is the nature of the material definitive agreement entered into by US Foods Holding Corp. on October 3, 2024?

The filing states that US Foods Holding Corp. entered into a material definitive agreement, which involves the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for the registrant. Specific details of the agreement are not provided in the excerpt.

What is the date of the earliest event reported in this 8-K filing?

The date of the earliest event reported in this 8-K filing is October 3, 2024.

What is the principal executive office address for US Foods Holding Corp.?

The principal executive offices of US Foods Holding Corp. are located at 9399 W. Higgins Road, Suite 100, Rosemont, IL 60018.

What is the SIC code for US Foods Holding Corp.?

The Standard Industrial Classification (SIC) code for US Foods Holding Corp. is 5140, which corresponds to Wholesale-Groceries & Related Products.

What type of SEC filing is this and what items are being reported?

This is a Form 8-K filing, reporting on the Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, and Financial Statements and Exhibits.

Filing Stats: 1,698 words · 7 min read · ~6 pages · Grade level 13.3 · Accepted 2024-10-03 17:22:50

Key Financial Figures

Filing Documents

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. Incremental Senior Secured Term Loan Facility On October 3, 2024, US Foods, Inc. (the "Company") entered into the Thirteenth Amendment (the "Term Loan Amendment") to the Amended and Restated Term Loan Credit Agreement, dated as of June 27, 2016 (as amended, the "Credit Agreement"), by and among the Company, the other loan parties party thereto, Citicorp North America, Inc., as administrative agent and collateral agent, and the lenders from time to time party thereto. The Term Loan Amendment provides for two new tranches of term loans under the Credit Agreement: (a) incremental senior secured loans in an aggregate principal amount of $610 million scheduled to mature on November 22, 2028 (the "2024 Repriced Term Loans") and (b) incremental senior secured loans in an aggregate principal amount of $725 million scheduled to mature on October 3, 2031 (the "2024 Replacement Term Loans" and together with 2024 Repriced Term Loans, the "New Term Loans"). Borrowings under the New Term Loans, together with the net proceeds from the offering of the Notes (as defined below) and cash on hand, were used (x) to repay in full the Company's existing term loans scheduled to mature on September 13, 2026 and (y) to repay in full (other than amounts that were rolled on a cashless basis into the 2024 Repriced Term Loans) the Company's existing term loans scheduled to mature on November 22, 2028, and to pay related fees and expenses. Borrowings under the New Term Loans bear interest at a rate per annum equal to, at the Company's option, either the sum of Term SOFR plus a margin of 1.75%, or the sum of an alternative base rate plus a margin of 0.75%. The 2024 Repriced Term Loans are due upon maturity. The 2024 Replacement Term Loans amortize in equal quarterly installments at a rate per annum (expressed as a percentage of their original principal amount) of 1%, subject to customary adjustments in the event of any prepayment, with

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. The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this

03

Item 2.03.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Number Description 4.1 Indenture, dated October 3, 2024, by and among US Foods, Inc., the subsidiary guarantors from time to time party thereto and Wilmington Trust, National Association, as trustee. 10.1 Thirteenth Amendment to the Credit Agreement, dated as of October 3, 2024, by and among US Foods, Inc., the other Loan Parties party thereto, Citicorp North America, Inc. and the lender party thereto. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).

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: October 3, 2024 US Foods Holding Corp. By: /s/ Dirk J. Locascio Dirk J. Locascio Chief Financial Officer

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