A-Mark Precious Metals Enters Material Definitive Agreement
Ticker: GOLD · Form: 8-K · Filed: Feb 4, 2025 · CIK: 1591588
Sentiment: neutral
Topics: material-agreement, financial-obligation
Related Tickers: AMRK
TL;DR
AMRK just signed a big financial deal, filing an 8-K on it.
AI Summary
On January 29, 2025, A-Mark Precious Metals, Inc. entered into a material definitive agreement related to a direct financial obligation. The company, incorporated in Delaware, filed this 8-K report on February 4, 2025, detailing the creation of this obligation.
Why It Matters
This filing indicates a significant financial commitment or obligation for A-Mark Precious Metals, Inc., which could impact its financial standing and future operations.
Risk Assessment
Risk Level: medium — Entering into material definitive agreements and creating financial obligations can introduce financial risks and impact the company's balance sheet.
Key Numbers
- 001-36347 — SEC File Number (Identifies the company's filing with the SEC.)
- 11-2464169 — IRS Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- A-Mark Precious Metals, Inc. (company) — Registrant
- January 29, 2025 (date) — Date of earliest event reported
- February 4, 2025 (date) — Filing date
- Delaware (jurisdiction) — State of Incorporation
FAQ
What type of material definitive agreement did A-Mark Precious Metals, Inc. enter into?
The filing indicates the entry into a material definitive agreement that resulted in the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement.
When was the earliest event reported in this 8-K filing?
The earliest event reported was on January 29, 2025.
What is the principal executive office address for A-Mark Precious Metals, Inc.?
The principal executive office is located at 2121 Rosecrans Ave, Suite 6300, El Segundo, California, 90245.
What is A-Mark Precious Metals, Inc.'s fiscal year end?
The company's fiscal year ends on June 30.
What is the SIC code for A-Mark Precious Metals, Inc.?
The Standard Industrial Classification code is 5094, which corresponds to WHOLESALE-JEWELRY, WATCHES, PRECIOUS STONES & METALS.
Filing Stats: 1,229 words · 5 min read · ~4 pages · Grade level 13.2 · Accepted 2025-02-03 20:11:58
Key Financial Figures
- $0.01 — nge on which registered Common Stock, $0.01 par value AMRK Nasdaq Global Select
- $34,500,000 — t increases the Revolving Commitment by $34,500,000 to $457,000,000. The Credit Agreement E
- $457,000,000 — Revolving Commitment by $34,500,000 to $457,000,000. The Credit Agreement Eleventh Amendmen
- $92.0 m — nsaction for aggregate consideration of $92.0 million, consisting of $46.0 million in c
- $46.0 million — eration of $92.0 million, consisting of $46.0 million in cash and $46.0 million in common sto
- $1.84 million — the aggregate merger consideration, or $1.84 million; and (y) the indemnification obligation
- $250,000 — ckholders is subject to a deductible of $250,000 and a customary de minimis basket. The
Filing Documents
- amrk-20250129.htm (8-K) — 54KB
- amrk-ex10_1.htm (EX-10.1) — 693KB
- img206823921_0.jpg (GRAPHIC) — 150KB
- 0000950170-25-012627.txt ( ) — 1336KB
- amrk-20250129.xsd (EX-101.SCH) — 24KB
- amrk-20250129_htm.xml (XML) — 5KB
01 Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement. (a) Eleventh Amendment to Credit Agreement On January 29, 2025, A-Mark Precious Metals, Inc. (the "Company") entered into an Eleventh Amendment to Credit Agreement (the "Credit Agreement Eleventh Amendment") with the other loan parties thereto, the lenders party thereto and CIBC Bank USA as administrative agent for the lenders. The Credit Agreement Eleventh Amendment amends the Company's Credit Agreement, dated December 21, 2021, as amended by amendments first through tenth (the "Credit Agreement"), which provides for a revolving credit facility. The Credit Agreement Eleventh Amendment increases the Revolving Commitment by $34,500,000 to $457,000,000. The Credit Agreement Eleventh Amendment also modifies certain requirements under the Credit Agreement. A copy of the Credit Agreement Eleventh Amendment will be filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ending March 31, 2025. (b) Acquisition of Spectrum Group International, Inc. On January 30, 2025, the Company entered into a merger agreement (the "SGI Agreement") to acquire Spectrum Group International, Inc. ("SGI"). Through its subsidiary Stack's-Bowers Numismatics LLC (d/b/a Stack's Bowers Galleries), SGI is engaged in the businesses of inperson, internet and specialized auctions of consigned and owned rare and other precious coins, and also sells rare coins and paper money as both a wholesale dealer to other retailers and as a direct-to-consumer marketer. The Company and SGI share a common chief executive officer, two of the Company's executives comprise a majority of the board of SGI and several members of the board of the Company are substantial stockholders of SGI. A special committee of independent directors of the Company negotiated the transaction on behalf of the Company and recommended its approval. Under the terms of the SGI Agreement, the Company will acquire all of the stock of SGI in a merger t
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (d) Exhibits: Exhibit Description 10.1 Agreement and Plan of Merger by and among A-Mark Precious Metals, Inc. and SGI Acquisition I Corp., et al, dated January 30, 2025. 104 Inline XBRL for the cover page of this Current Report on Form 8-K.
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. A-MARK PRECIOUS METALS, INC. Date: February 3, 2025 By: /s/ Carol Meltzer Name: Title: Carol Meltzer General Counsel and Secretary