Lakeland Industries Enters Material Definitive Agreement
Ticker: LAKE · Form: 8-K · Filed: Dec 16, 2024 · CIK: 798081
Sentiment: neutral
Topics: material-agreement, financial-obligation
TL;DR
Lakeland Industries just signed a big deal, could mean new financial obligations.
AI Summary
Lakeland Industries, Inc. entered into a material definitive agreement on December 12, 2024. This agreement involves a direct financial obligation or an off-balance sheet arrangement for the registrant. The filing also includes Regulation FD Disclosure and Financial Statements and Exhibits.
Why It Matters
This filing indicates a significant new agreement for Lakeland Industries, which could impact its financial obligations and future operations.
Risk Assessment
Risk Level: medium — Material definitive agreements can introduce new financial obligations or strategic shifts that carry inherent risks.
Key Players & Entities
- Lakeland Industries, Inc. (company) — Registrant
- December 12, 2024 (date) — Date of earliest event reported
FAQ
What type of material definitive agreement did Lakeland Industries enter into?
The filing states that Lakeland Industries, Inc. entered into a material definitive agreement on December 12, 2024, which involves a direct financial obligation or an off-balance sheet arrangement for the registrant. Specific details of the agreement are not provided in this summary.
What is the significance of a 'material definitive agreement'?
A material definitive agreement is a legally binding contract that is significant to a company's business operations or financial standing, often involving substantial transactions, partnerships, or obligations.
What is Regulation FD Disclosure?
Regulation FD (Fair Disclosure) is an SEC rule that requires public companies to disclose material non-public information to the public in a broad and non-exclusionary manner.
What is the primary business of Lakeland Industries, Inc.?
Lakeland Industries, Inc. is in the business of Orthopedic, Prosthetic & Surgical Appliances & Supplies, with SIC code 3842.
When is Lakeland Industries' fiscal year end?
Lakeland Industries' fiscal year ends on January 31st.
Filing Stats: 1,535 words · 6 min read · ~5 pages · Grade level 10.9 · Accepted 2024-12-16 16:16:26
Key Financial Figures
- $0.01 — ange on which registered Common Stock, $0.01 Par Value LAKE NASDAQ Market Indic
- $25.0 m — urchase price (the "Purchase Price") of $25.0 million, subject to post-closing adjustme
- $2.5 million — bject to post-closing adjustments and a $2.5 million holdback to secure the Seller's indemni
- $40.0 million — nder the revolving credit facility from $40.0 million to $60.0 million from the Effective Dat
- $60.0 million — g credit facility from $40.0 million to $60.0 million from the Effective Date through January
- $50.0 million — e Date through January 31, 2026, and to $50.0 million from February 1, 2026 through January 3
- $26.0 million — tisfaction of certain deliverables), to $26.0 million per occurrence and $36.0 million in the
- $36.0 million — s), to $26.0 million per occurrence and $36.0 million in the aggregate. The Fifth Amendment
- $25 million — December 16, 2024, the Company borrowed $25 million under its revolving credit facility in
Filing Documents
- lake_8k.htm (8-K) — 31KB
- lake_ex991.htm (EX-99.1) — 18KB
- lake_ex991img1.jpg (GRAPHIC) — 4KB
- lake_ex991img2.jpg (GRAPHIC) — 4KB
- lake_ex991img3.jpg (GRAPHIC) — 4KB
- 0001654954-24-015596.txt ( ) — 195KB
- lake-20241212.xsd (EX-101.SCH) — 6KB
- lake-20241212_lab.xml (EX-101.LAB) — 14KB
- lake-20241212_cal.xml (EX-101.CAL) — 1KB
- lake-20241212_pre.xml (EX-101.PRE) — 9KB
- lake-20241212_def.xml (EX-101.DEF) — 2KB
- lake_8k_htm.xml (XML) — 4KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. Acquisition of Veridian On December 16, 2024, Lakeland Industries, Inc. (the "Company") and William A. Van Lent (the "Seller") entered into a Stock Purchase Agreement (the "Purchase Agreement") pursuant to which the Company agreed to purchase, and the Seller agreed to sell, all of the issued and outstanding shares of stock (the "Shares") of Veridian Limited, an Iowa corporation ("Veridian"). The closing of the transaction (the "Closing") also occurred on December 16, 2024. Veridian is in the business of designing, manufacturing, producing, distributing and selling fire-fighter protective clothing and gear. Pursuant to the Purchase Agreement, the Company acquired the business of Veridian through the acquisition of the Shares for an aggregate purchase price (the "Purchase Price") of $25.0 million, subject to post-closing adjustments and a $2.5 million holdback to secure the Seller's indemnification obligations. The Purchase Agreement contains customary representations, warranties, and covenants, including a restrictive covenant that limits the Seller from engaging in certain business activities for three years following the Closing. In addition, the Company and the Seller have each agreed to indemnify one another for losses resulting from (i) any inaccuracy in or breach of the representations and warranties contained in the Purchase Agreement, the ancillary documents or any certificate or instrument pursuant to the Purchase Agreement and (ii) any breach or non-fulfillment of their covenants, agreements and other obligations pursuant to the Purchase Agreement and, for the Seller, its related ancillary agreements and any certificate or instrument delivered by or on behalf of the Seller pursuant the Purchase Agreement. The Seller has also agreed to indemnify the Company and its representatives for losses resulting from certain pre-closing tax matters and certain environmental and product liability matters. The p
01. Regulation FD Disclosure
Item 7.01. Regulation FD Disclosure. On December 16, 2024, the Company issued a press release, attached hereto as Exhibit 99.1, announcing the entry into the Purchase Agreement. The information contained in this Item 7.01 and in the accompanying Exhibit 99.1 is being furnished and shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits . 99.1 Press Release, dated December 16, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 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. LAKELAND INDUSTRIES, INC. /s/ Roger D. Shannon Roger D. Shannon Chief Financial Officer Date: December 16, 2024 4