LEVI STRAUSS & CO. ITEM 2.02. Results of Operations and Financial Condition.
On
Off-Balance Sheet Arrangement of a Registrant.
As previously disclosed, the Company and certain of its subsidiaries are party
to a Second Amended and Restated Credit Agreement dated May 23, 2017 , as further
amended (the "Credit Facility"), with the lenders party thereto. The Credit
Facility provides for a senior secured revolving credit facility with a maximum
commitment of $850.0 million . A copy of the Credit Facility and the amendment
thereto were filed as Exhibit 10.30 and Exhibit 10.31, respectively, to the
Company's Form S-1 filed with the Securities and Exchange Commission on February
13, 2019 . The material terms of the Credit Facility are also described in Note 6
to the Company's audited consolidated financial statements included in the
Company's Annual Report on Form 10-K for the fiscal year ended November 24, 2019
and Note 4 to the Company's audited consolidated financial statements included
in the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended
February 23, 2020 .
As of April 1, 2020 , the Company's unused availability under the Credit Facility
was $819.5 million .
On April 2, 2020 , the Company provided notice to its lenders to borrow $300.0
million under the Credit Facility. The current interest rate for such borrowing
under the Credit Facility is equal to LIBOR plus 125 basis points. Following the
draw down, the Company will have approximately $519.5 million of additional
borrowing capacity remaining under the Credit Facility.
The Company elected to borrow under the Credit Facility as a precautionary
measure in order to increase its cash position and maximize liquidity given the
uncertainty in global markets resulting from the COVID-19 pandemic. Following
the draw down, the proceeds from the Credit Facility borrowings are expected to
be held on the Company's balance sheet and may be used for general corporate
purposes.
ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
The information provided below under Item 7.01 relating to the reduction in compensation of our Chief Executive Officer and other named executive officers is incorporated herein by reference. ITEM 7.01. Regulation FD Disclosure.
As part of the expense reduction measures being implemented by the Company in
response to the economic impacts of the COVID-19 pandemic, the Company's board
of directors has determined to temporarily reduce the base salary in effect for
the Company's Chief Executive Officer,
(d) Exhibits.
99.1 Press release issued by
--------------------------------------------------------------------------------
© Edgar Online, source
