Sally Beauty Holdings Inc. (Name to be changed from Sally Hold filed SEC Form 8-K: Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
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| Item 1.01. | Entry Into a Material Definitive Agreement |
On December 11, 2024, Sally Holdings LLC, Beauty Systems Group, LLC and Sally Beauty Supply, LLC (the “Domestic Borrowers”), Beauty Systems Group (Canada), Inc. (the “Canadian Borrower” and, together with the Domestic Borrowers, the “Borrowers”), Sally Beauty Holdings, Inc. (the “Company”) and the other Guarantors party thereto, the Lenders party thereto, Bank of America, N.A., as Administrative Agent and Collateral Agent, Bank of America, N.A. (acting through its Canada branch), as Canadian Agent, and Bank of America, N.A., JPMorgan Chase Bank, N.A. and Truist Securities, as Syndication Agents, entered into that certain Fifth Amendment to Amended and Restated Credit Agreement (the “ABL Facility”) to, among other things, extend the maturity of the ABL Facility from May 11, 2026 to December 11, 2029 and modify certain covenant and reporting terms. The ABL Facility will continue to be secured by a first-priority lien in and upon the accounts and inventory (and the proceeds thereof) of the Company and its domestic subsidiaries. The ABL Facility will be secured by a second-priority lien in and upon the remaining assets of the Company and its domestic subsidiaries.
The foregoing descriptions of the ABL Facility do not purport to be complete and are qualified in its entirety by reference to the full texts of the ABL Facility, which is filed as Exhibit 4.1 to this Current Report on Form 8-K and incorporated by reference into this Item 1.01. Interested parties should read the ABL Facility in its entirety.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant |
The information included in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
| Item 9.01. | Financial Statements and Exhibits |
| (d) | The following exhibits are filed herewith as part of this report: | |
| 4.1 | Fifth Amendment to Amended and Restated Credit Agreement dated December 11, 2024 among the Borrowers, the Parent Guarantors, the Administrative Agent, the Canadian Agent, the Syndication Agents and the Lenders party thereto (as such terms are defined therein). | |
| 104 | Cover Page Interactive Data File (embedded within the Incline XBRL document). | |
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.
| SALLY BEAUTY HOLDINGS, INC. | ||||||
| December 12, 2024 | By: | /s/ Denise Paulonis | ||||
| Name: | Denise Paulonis | |||||
| Title: | President and Chief Executive Officer | |||||