Wolverine World Wide Inc.
09/30/2025 | Press release | Distributed by Public on 09/30/2025 14:17
Material Agreement (Form 8-K)
| Item 1.01 |
Entry into a Material Definitive Agreement.
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Credit Agreement Amendment
On September 24, 2025, Wolverine World Wide, Inc. (the "Company") entered into a 2025 Replacement Facility Amendment and Reaffirmation Agreement (the "Amendment") to its Credit Agreement, dated as of July 31, 2012 (as previously amended and restated as of October 10, 2013, as further amended and restated on July 13, 2015, as further amended as of September 15, 2016, as further amended and restated as of December 6, 2018, as further amended as of May 5, 2020, as further amended and restated as of October 21, 2021, as further amended on April 10, 2023, as further amended on June 30, 2023 and as further amended on December 21, 2023, the "Credit Agreement"), among, inter alia, the Company, the Guarantors party thereto, JP Morgan Chase Bank, N.A., as administrative agent and as a lender, and the other lenders party thereto.
The Amendment amended and restated the Credit Agreement to, among other things: (i) provide for a revolving credit facility (the "Senior Credit Facility") with total commitments of $600 million, reduced from the existing $800 million revolving credit facility, which the Company believes is sufficient to meet the Company's ongoing capital needs and (ii) eliminate the existing term loan A facility.
Additionally, there were $25.0 million in principal amount of loans outstanding under the existing term loan A facility at closing that were refinanced with the proceeds of the Senior Credit Facility.
Loans under the Senior Credit Facility bear interest at a variable rate equal to either (i) the applicable base rate or (ii) SOFR, plus in each case an interest margin determined by the Company's net total leverage ratio, with a range of base rate margins from 0.25% to 1.25%, and a range of LIBOR margins from 1.25% to 2.25%. Commitment fees for unused Senior Credit Facility capacity are at a rate (also based on net total leverage) ranging from 0.20% to 0.40%.
The maturity date of the loans under the Senior Credit Facility was extended to September 24, 2030.
The Amendment contains customary representations and warranties, affirmative and negative covenants and events of default for financings of this type.
Receivables Purchase Agreement Amendment
On September 25, 2025, the Company entered into the Fourth Amendment (the "Receivables Purchase Agreement Amendment") to its Receivables Purchase Agreement, dated as of December 7, 2022 (as previously amended, the "Receivables Purchase Agreement"), among Rockford ARS, LLC, as seller, the Company, as initial master servicer, and Bank of America, N.A., as a purchaser, and Wells Fargo Bank, N.A., as administrative agent and a purchaser.
The Receivables Purchase Agreement Amendment provided for the following:
1.Section 1.1 of the Receivables Purchase Agreement was amended to revise the definition of "Scheduled Termination Date" to the following:
"Scheduled Termination Date" means September 25, 2028.
The foregoing summaries are not complete descriptions and are qualified in their entirety by reference to the complete text of the Credit Agreement Amendment and the Receivables Purchase Agreement Amendment, as applicable, copies of which will be filed as exhibits to the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended September 27, 2025.
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