Item 2.03 - Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

On October 26, 2022, Escalade, Incorporated (the "Company") and its wholly owned subsidiary, Indian Industries, Inc. ("Indian"), entered into the Second Amendment (the "Second Amendment") to the Amended and Restated Credit Agreement dated as of January 21, 2022 among the Company, Indian, their domestic subsidiaries, the lenders party thereto (the "Lenders"), and JPMorgan Chase Bank, N.A., as Administrative Agent and as a Lender (the "Credit Agreement"). This Form 8-K describes the primary changes made to the Credit Agreement upon entry into the Second Amendment.

Under the terms of the Second Amendment, the Lenders increased the maximum availability under the senior revolving credit facility from $75,000,000 to $90,000,000 pursuant to the accordion feature in the Credit Agreement. The maturity date of the revolving credit facility remains January 21, 2027. The Company may prepay the Revolving Facility, in whole or in part, and reborrow prior to the revolving loan maturity date. The Second Amendment adjusted the funded debt to EBITDA ratio financial covenant to 3:25 to 1:00 as of the end of the Company's third and fourth fiscal quarters of 2022 and 3:00 to 1:00 as of the end of the Company's first fiscal quarter of 2023. The Second Amendment also modified the EBITDA definition to permit add-backs of a) up to $2.0 million for disposition related expenses; and b) up to $2.0 million for unusual or non-recurring expenses which are incurred prior to the end of fiscal year 2023 and which are subject to the approval of the Administrative Agent.

The Company's indebtedness under the Credit Agreement continues to be collateralized by liens on all of the present and future equity of each of the Company's and Indian's domestic subsidiaries and substantially all of the assets of the Company (excluding real estate). Each direct and indirect domestic subsidiary of the Company and Indian has secured its guaranty of indebtedness incurred under the revolving facility with a first priority security interest and lien on all of such subsidiary's assets. The obligations, guarantees, liens and other interests granted by the Company, Indian, and their domestic subsidiaries continues in full force and effect.

Item 2.02 Results of Operations and Financial Condition.

On October 27, 2022, Escalade, Incorporated ("Escalade") issued the press release attached hereto as Exhibit 99.1 announcing financial information regarding Escalade's third quarter and year to date results for 2022.

The information under this Item 2.02 shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.




Item 8.01 Other Events.

On October 27, 2022, the Board of Directors of Escalade announced that a quarterly dividend of fifteen cents $0.15 per share would be paid to all shareholders of record on December 5, 2022 and disbursed on December 12, 2022.



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Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit Description



10.1      Second Amendment dated October 26, 2022 to Amended and Restated Credit
        Agreement dated as of January 21, 2022 among Escalade, Incorporated,
        Indian Industries, Inc., each of their domestic subsidiaries, the lenders
        party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent

99.1      Press release dated October 27, 2022

104     Cover Page Interactive Data File, formatted in Inline Extensible Business
        Reporting Language (iXBRL).

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