UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 1.01. | Entry into a Material Definitive Agreement. |
On April 10, 2023, Janus International Group, LLC (“Janus Core”), a wholly owned subsidiary of Janus International Group, Inc., entered into Amendment Number Three to ABL Credit and Guarantee Agreement (“the Amendment”) to that certain ABL Credit and Guarantee Agreement, dated as of February 12, 2018 (as amended, the “ABL Agreement”), by and among Janus Core, as parent borrower, Wells Fargo Bank, National Association, as administrative agent and collateral agent, and the other parties thereto.
The Amendment, among other things, (i) replaces the interest rate based on the London Interbank Offered Rate (“LIBOR”) and related LIBOR-based mechanics applicable to borrowings under the ABL Agreement with an interest rate based on the Secured Overnight Financing Rate (“SOFR”) and related SOFR-based mechanics and (ii) updates certain other provisions of the ABL Agreement to reflect the transition from LIBOR to SOFR.
The foregoing description of the Amendment and ABL Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment and the ABL Agreement (included as Exhibit A to the Amendment), a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K (this “Current Report”) and is incorporated herein by reference.
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The information set forth above under Item 1.01 of this Current Report is hereby incorporated by reference into this Item 2.03.
| Item 9.01. | Financial Statement and Exhibits. |
| Exhibit Number | Description | |
| 10.1 | Amendment Number Three to ABL Credit and Guarantee Agreement, dated April 10, 2023 | |
| 104 | Cover Page Interactive Data File (formatted as inline XBRL). | |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: April 12, 2023
| JANUS INTERNATIONAL GROUP, INC. | ||
| By: | /s/ Anselm Wong | |
| Name: | Anselm Wong | |
| Title: | Chief Financial Officer | |