WOLVERINE WORLD WIDE, INC. Item 1.01 Entry into a Material Definitive Agreement
On
The Amendment provided for, among other things, (i) a condition precedent to
subsequent borrowings under the Company's revolving credit facility within the
Amended Senior Credit Facility (the "Revolving Credit Facility") that, after
giving effect to each such borrowing, the aggregate amount of unrestricted cash
and cash equivalents of the Company and its restricted subsidiaries does not
exceed
The Company used
The foregoing description of the Amended Senior Credit Facility does not purport to be complete and is qualified in its entirety by reference to the Amended Senior Credit Facility, which is filed as Exhibit 10.1 to this Current Report and incorporated by reference herein.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant
The disclosure set forth in Item 1.01 of this Current Report is incorporated by reference into this Item 2.03.
Item 8.01 Other Events.
On
2
FORWARD-LOOKING STATEMENTS
This Current Report contains forward-looking statements, including statements
regarding the Company's intention to conduct the 144A Offering and the intended
use of proceeds of the 144A Offering. In addition, words such as "estimates,"
"anticipates," "believes," "forecasts," "step," "plans," "predicts," "focused,"
"projects," "outlook," "is likely," "expects," "intends," "should," "will,"
"confident," variations of such words, and similar expressions are intended to
identify forward-looking statements. These statements are not guarantees of
future performance and involve certain risks, uncertainties, and assumptions
("Risk Factors") that are difficult to predict with regard to timing, extent,
likelihood, and degree of occurrence. Risk Factors include, among others: the
effects of the COVID-19 pandemic on the Company's business, operations,
financial results and liquidity, including the duration and magnitude of such
effects, which will depend on numerous evolving factors that the Company cannot
currently accurately predict or assess, including: the duration and scope of the
pandemic; the negative impact on global and regional markets, economies and
economic activity, including the duration and magnitude of its impact on
unemployment rates and consumer discretionary spending and levels of consumer
confidence; actions governments, businesses and individuals take in response to
the pandemic; the effects of the pandemic, including all of the foregoing, on
the Company's distributors, suppliers, joint venture partners and other
counterparties, and how quickly economies and demand for the Company's products
recover after the pandemic subsides; changes in general economic conditions,
employment rates, business conditions, interest rates, tax policies and other
factors affecting consumer spending in the markets and regions in which the
Company's products are sold; the inability for any reason to effectively compete
in global footwear, apparel and consumer-direct markets; the inability to
maintain positive brand images and anticipate, understand and respond to
changing footwear and apparel trends and consumer preferences; the inability to
effectively manage inventory levels; increases or changes in duties, tariffs,
quotas or applicable assessments in countries of import and export; foreign
currency exchange rate fluctuations; currency restrictions; capacity
constraints, production disruptions, quality issues, price increases or other
risks associated with foreign sourcing; the cost and availability of raw
materials, inventories, services and labor for contract manufacturers; labor
disruptions; changes in relationships with, including the loss of, significant
wholesale customers; risks related to the significant investment in, and
performance of, the Company's consumer-direct operations; risks related to
expansion into new markets and complementary product categories; the impact of
seasonality and unpredictable weather conditions; changes in general economic
conditions and/or the credit markets on the Company's distributors, suppliers
and retailers; increases in the Company's effective tax rates; failure of
licensees or distributors to meet planned annual sales goals or to make timely
payments to the Company; the risks of doing business in developing countries,
and politically or economically volatile areas; the ability to secure and
protect owned intellectual property or use licensed intellectual property; the
impact of regulation, regulatory and legal proceedings and legal compliance
risks, including compliance with federal, state and local laws and regulations
relating to the protection of the environment, environmental remediation and
other related costs, and litigation or other legal proceedings relating to the
protection of the environment or environmental effects on human health; the
potential breach of the Company's databases or other systems, or those of its
vendors, which contain certain personal information, payment card data or
proprietary information, due to cyberattack or other similar event; problems
affecting the Company's distribution system, including service interruptions at
shipping and receiving ports; strategic actions, including new initiatives and
ventures, acquisitions and dispositions, and the Company's success in
integrating acquired businesses, and implementing new initiatives and ventures;
the risk of impairment to goodwill and other intangibles; changes in future
pension funding requirements and pension expenses; and additional factors
discussed in the Company's reports filed with the
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
10.1 Credit Agreement, dated as of May 5, 2020 , among Wolverine
World Wide, Inc. , the lenders party thereto and JPMorgan
Chase Bank, N.A ., as administrative agent
99.1 Press Release dated May 6, 2020 announcing the 144A
Offering.
104 The cover page from this Current Report on Form 8-K,
formatted in Inline XBRL (included as Exhibit 101).
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