Patrick Industries Enters Material Definitive Agreement

TL;DR

PATK inks new material definitive agreement, expect financial shifts.

AI Summary

On October 22, 2024, Patrick Industries, Inc. entered into a material definitive agreement related to a direct financial obligation. The company, headquartered in Elkhart, Indiana, filed this 8-K report with the SEC on October 28, 2024, detailing the terms of this significant financial arrangement.

Why It Matters

This filing indicates a new significant financial commitment or obligation for Patrick Industries, which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements, especially those involving financial obligations, can introduce new risks related to debt, interest rates, or operational commitments.

Key Players & Entities

• PATRICK INDUSTRIES, INC. (company) — Registrant
• October 22, 2024 (date) — Date of earliest event reported
• October 28, 2024 (date) — Filing date
• Elkhart, Indiana (location) — Company headquarters

FAQ

Key Financial Figures

• $500 million — ), pursuant to which the Company issued $500 million aggregate principal amount of its 6.375
• $100.0 million — at maturity, in an aggregate amount of $100.0 million or more; (v) failure by the Company or
• $50.0 m — inal judgments aggregating in excess of $50.0 million, to the extent not paid or covere
• $875 million — a five year term and consists of (1) a $875 million senior secured revolving credit facilit
• $125 million — (the "New Secured Revolver") and (2) a $125 million senior secured term loan facility (the
• $475 million — tal loans) not to exceed the greater of $475 million and 100% of the Consolidated EBITDA of
• $40.0 million — %; The New Secured Revolver includes a $40.0 million sub-facility for same day swingline adv
• $35.0 million — n; The New Secured Revolver includes a $35.0 million sub-facility for the issuance of standb
• $100 million — ng aggregate consideration in excess of $100 million), and (b) a minimum consolidated intere

Filing Documents

• patk-20241022.htm (8-K) — 52KB
• ex-41xpatkxindenture.htm (EX-4.1) — 1003KB
• ex-42xsupplementalindentur.htm (EX-4.2) — 29KB
• ex-43xpatkxsupplementalind.htm (EX-4.3) — 29KB
• ex-44xpatkxsupplementalind.htm (EX-4.4) — 29KB
• ex-101xpatkxfiftharcredita.htm (EX-10.1) — 1808KB
• patkclosingpressrelease1.htm (EX-99.1) — 8KB
• patkclosingpressrelease1001.jpg (GRAPHIC) — 334KB
• patkclosingpressrelease1002.jpg (GRAPHIC) — 173KB
• 0000076605-24-000177.txt ( ) — 4228KB
• patk-20241022.xsd (EX-101.SCH) — 2KB
• patk-20241022_lab.xml (EX-101.LAB) — 22KB
• patk-20241022_pre.xml (EX-101.PRE) — 13KB
• patk-20241022_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement Indenture On October 22, 2024, Patrick Industries, Inc., an Indiana corporation (the "Company"), the domestic subsidiaries of the Company party thereto, as guarantors, and U.S. Bank Trust Company, National Association, as trustee (the "Trustee"), entered into an Indenture, dated as of October 22, 2024 (the "2024 Indenture"), pursuant to which the Company issued $500 million aggregate principal amount of its 6.375% Senior Notes due 2032 (the "Notes"). The Notes mature on November 1, 2032. Interest on the Notes accrues from October 22, 2024 and is payable semi-annually in cash in arrears on May 1 and November 1 of each year, beginning on May 1, 2025. The Notes are senior unsecured indebtedness of the Company are: equal in right of payment with all of the Company's existing and future unsubordinated indebtedness; senior in right of payment to any existing or future subordinated indebtedness; effectively subordinated to all of the Company's secured indebtedness, including indebtedness under the senior secured credit facility (as defined below), to the extent of the value of the assets securing such indebtedness; and structurally subordinated to all existing and future indebtedness and other liabilities of the Company's non-guarantor subsidiaries. The Notes are fully and unconditionally guaranteed, jointly and severally, by each of the Company's current and future wholly-owned domestic subsidiaries that guarantee the obligations of the Company under the senior secured credit facility (each a "Guarantor"). These guarantees are subject to limitation under applicable laws and may be released in certain specified circumstances. The guarantee of each Guarantor is a senior unsecured obligation of that Guarantor and is: equal in right of payment with all existing and future unsubordinated indebtedness of that Guarantor; senior in right of payment to any existing and future subordinated indebtedness of that Guaranto

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure The Company is voluntarily disclosing that it issued a press release announcing the closing of the Notes offering and New Credit Agreement on October 24, 2024. A copy of the press release is furnished herewith as Exhibit 99.1. The Notes are being offered solely to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act and to non-U.S. persons in accordance with Regulation S under the Securities Act. The Notes have not been registered under the Securities Act or any state securities law and, unless so registered, may not be offered or sold in the United States except pursuant to an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. This Current Report on Form 8-K does not constitute an offer to sell or a solicitation of an offer to purchase the Notes or any other securities and shall not constitute an offer, solicitation or sale of any securities in any jurisdiction in which, or to any person to whom, such an offer, solicitation or sale is unlawful.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit 4.1 – Indenture, dated as of October 22, 2024, among Patrick Industries, Inc., the guarantors from time to time party thereto and U.S. Bank Trust Company, National Association, as Trustee. Exhibit 4.2 – Supplemental Indenture, dated as of October 24, 2024, to the indenture dated as of October 22, 2024, among Patrick Industries, Inc., the guarantors from time to time party thereto and U.S. Bank Trust Company, National Association, as Trustee. Exhibit 4.3 – Indenture, dated as of October 24, 2024, to the indenture dated as of April 20, 2021, among Patrick Industries, Inc., the guarantors from time to time party thereto and U.S. Bank Trust Company, National Association, as Trustee. Exhibit 4.4 – Indenture, dated as of October 24, 2024, to the indenture dated as of December 13, 2021, among Patrick Industries, Inc., the guarantors from time to time party thereto and U.S. Bank Trust Company, National Association, as Trustee. Exhibit 10.1 – Fifth Amended and Restated Credit Agreement dated October 24, 2024 by and among the Company, the Guarantors, the lenders from time to time a party thereto and Wells Fargo Bank, National Association. Exhibit 99.1 - Press Release, dated October 24, 2024 Exhibit 104 - Cover Page Interactive Date 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. PATRICK INDUSTRIES, INC. (Registrant) Date: October 28, 2024 By: /s/ Andrew C. Roeder Andrew C. Roeder Executive Vice President - Finance, Chief Financial Officer, and Treasurer