Current Report Filing (8-k)
30 April 2021 - 9:04PM
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2021-04-29
2021-04-29
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UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
April 29, 2021
Date
of Report (Date of earliest event reported)
DASEKE, INC.
(Exact name of
registrant as specified in its charter)
Delaware
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001-37509
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47-3913221
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(State or other jurisdiction of
incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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15455 Dallas Parkway, Suite 550
Addison, Texas
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75001
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s
Telephone Number, Including Area Code: (972) 248-0412
Not Applicable
(Former name or
former address, if changed since last report)
Check the appropriate box below if
the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following
provisions:
¨ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)
Securities registered pursuant to Section 12(b) of
the Act:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.0001 per share
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DSKE
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The NASDAQ Capital Market
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Warrants, each exercisable for one half of a share of Common Stock at an
exercise price of $5.75 per half share
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DSKEW
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The NASDAQ Capital Market
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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 ¨
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Item 1.01.
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Entry into a Material Definitive Agreement.
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On April 29, 2021, Daseke, Inc. (the
“Company”), Daseke Companies, Inc., a wholly-owned subsidiary of the Company, and the Company’s other domestic
subsidiaries party thereto (together with Daseke Companies, Inc., the “Borrowers”) entered into the Fifth Amendment to
Fifth Amended and Restated Revolving Credit and Security Agreement (the “Amendment”) with the financial institutions party
thereto as lenders (the “Lenders”) and PNC Bank, National Association, as agent for the Lenders (the “Agent”),
which amends certain terms of the Fifth Amended and Restated Revolving Credit and Security Agreement, dated as of February 27, 2017,
among the Company, the Borrowers, the Agent and the Lenders (as amended, supplemented or otherwise modified, the “Credit Agreement”).
Capitalized terms used, but not otherwise defined, in this Current Report on Form 8-K have the meanings given to them in Exhibit A
to the Amendment.
Principally, the Amendment extended the scheduled
maturity date of the revolving credit facility provided by the Credit Agreement from February 27, 2025 to April 29, 2026. The
Amendment also, among other things, (a) increased the Maximum Revolving Advance Amount from $100 million to $150 million, (b) provides
that the Maximum Revolving Advance Amount may be increased further from $150 million to $200 million (for the avoidance of doubt, the
Amendment did not result in such an increase), (c) removed the Borrowers’ total leverage
financial covenant, which had been tested on a quarterly basis, and (d) provided additional covenant flexibility in the form of increased
debt, lien, investment, disposition and restricted payment baskets.
The foregoing description of the Amendment is not
complete and is qualified in its entirety by reference to the Amendment, a copy of which is filed herewith as Exhibit 10.1 and is
incorporated herein by reference.
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Item 9.01.
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Financial Statements and Exhibits.
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(d) Exhibits.
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document).
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*
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Certain schedules and similar attachments have been omitted. The Company agrees to furnish a supplemental copy of any omitted schedule
or attachment to the Securities and Exchange Commission upon request.
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SIGNATURES
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 hereunto
duly authorized.
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DASEKE, INC.
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Date: April 30, 2021
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By:
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/s/ Soumit Roy
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Name:
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Soumit Roy
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Title:
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Executive Vice President, Chief Legal Officer, General Counsel and Corporate Secretary
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