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
Date of Report (Date of earliest event reported): August 9, 2023 (
(Exact name of registrant as specified in its charter)
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 1.01. | Entry into a Material Definitive Agreement. |
On August 4, 2023, Applied Industrial Technologies, Inc. (the “Company”) amended its accounts receivable securitization facility (the “Receivables Facility”), extending its maturity to August 4, 2026. The Receivables Facility had been set to expire on March 26, 2024. The amendment of the Receivables Facility included (a) an Amendment No. 3 to Receivables Financing Agreement and Reaffirmation of Performance Guaranty by and among the Company, as servicer, AIT Receivables LLC (“AIT Receivables”), a wholly-owned special purpose subsidiary of the Company, as borrower, PNC Bank, National Association, as administrative agent, PNC Capital Markets LLC, as structuring agent, and certain additional persons from time to time party thereto, as lenders, and (b) an Amendment No. 3 to Purchase and Sale Agreement by and among AIT Receivables, the Company and certain of its wholly-owned subsidiaries, as originators (together, the “Receivables Facility Amendments”). In connection with this transaction, AIT Receivables paid customary fees to the lenders.
The foregoing description of the Receivables Facility Amendments is qualified in its entirety by reference to the full text of each of the Receivables Facility Amendments, copies of which are respectively attached hereto as Exhibit 10.1 and Exhibit 10.2 and are 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 in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.03.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
| APPLIED INDUSTRIAL TECHNOLOGIES, INC. | ||||||
| By: | /s/ Jon S. Ploetz | |||||
| Jon S. Ploetz, Vice President-General Counsel & Secretary | ||||||
| Date: August 9, 2023 | ||||||