CHART INDUSTRIES, INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2022-12-22: Form 8-K; Period of report 2022-12-22; Description 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; Details 1.01.
- 2022-12-13: Form 8-K; Period of report 2022-12-08; Description 1.01 Entry into a Material Definitive Agreement; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; Details 1.01.
- 2022-12-09: Form 8-K; Period of report 2022-12-07; Description 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events; Details 1.01.
- 2022-12-05: Form 8-K; Period of report 2022-12-05; Description 7.01 Regulation FD Disclosure; 8.01 Other Events; Details 7.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2022-12-22 | 8-K | 2022-12-22 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 Entry into a Material Definitive Agreement. 2.03 The information set forth under Item 1.01 above is incorporated herein by reference as if fully set forth herein. | d416910d8k.htm |
| 2022-12-13 | 8-K | 2022-12-08 | 1.01 Entry into a Material Definitive Agreement; 3.03 Material Modification to Rights of Security Holders; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 1.01 Entry into a Material Definitive Agreement. 3.03 On December 13, 2022, Chart filed the Certificate of Designations with the Secretary of State of the State of Delaware to establish the preferences, limitations and relative rights of the Mandatory Convertible Preferred Stock. 5.03 On December 13, 2022, Chart filed the Certificate of Designations with the Secretary of State of the State of Delaware to establish the preferences, limitations and relative rights of the Mandatory Convertible Preferred Stock. | d404334d8k.htm |
| 2022-12-09 | 8-K | 2022-12-07 | 1.01 Entry into a Material Definitive Agreement; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 8.01 On December 8, 2022, Chart issued press releases announcing the commencement and pricing of concurrent offerings (together, the “Offerings”) of 5,923,670 shares of common stock, par value $0.01 per share (“Common Stock”), at a public offering price of $118.17 per share and 7,000,000 depositary shares (“Depositary Shares”), each representing a 1/20th interest in a share of Series B Mandatory Convertible Preferred Stock, par value $0.01 per share, at a public offering price of $50 per share. | d435756d8k.htm |
| 2022-12-05 | 8-K | 2022-12-05 | 7.01 Regulation FD Disclosure; 8.01 Other Events | 7.01 As provided in General Instruction B.2 of Form 8-K, the information contained in this Item 7.01 of this Current Report on Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. 8.01 On December 5, 2022, Chart issued a press release announcing the commencement of a proposed offering (the “Offering”) of up to $1,310,000,000 aggregate principal amount of senior secured notes due 2030 (the “Secured Notes”) and $750,000,000 aggregate principal amount of senior unsecured notes due 2031 (the “Unsecured Notes” and, together with the Secured Notes, the “Notes”), subject to market and other conditions. | d416093d8k.htm |
| 2022-11-22 | 8-K | 2022-11-21 | 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant | 1.01 On November 21, 2022, Chart Industries, Inc., a Delaware corporation (the “Company”), entered into an amendment (“Amendment No. 1”) to its fifth amended and restated revolving credit agreement, dated as of October 18, 2021 (the “Credit Agreement” and as amended by the Amendment No. 1, the “Amended Credit Agreement”), by and among the Company, the subsidiaries of the Company designated as borrowers from time to time thereunder, the lenders named therein, JPMorgan Chase Bank, N.A., as Administrative Agent, Bank of America, N.A., Fifth Third Bank, National Association, HSBC Bank USA, National Association, PNC Bank, National Association and Wells Fargo Bank, National Association, as Co-Syndication Agents, and BMO Harris Bank, N.A., Capital One, N.A., Citizens Bank, N.A., MUFG Union Bank, N.A. and Regions Bank, as Co-Documentation Agents. 2.03 The information set forth under Item 1.01 above is hereby incorporated by reference into this Item 2.03. | d423929d8k.htm |
| 2022-11-14 | 8-K | 2022-11-14 | 7.01 Regulation FD Disclosure | 7.01 As previously announced by Chart Industries, Inc. (the “Company”), on November 8, 2022, the Company entered into an Equity Purchase Agreement (the “Purchase Agreement”) by and among (i) Granite Holdings I B.V., a Dutch private limited company (“Primary Seller”), Granite Holdings II B.V., a Dutch private limited liability company (“BV II”), and Granite US Holdings GP, LLC, a Delaware limited liability company (the “US GP Seller,” and together with Primary Seller and BV II, the “Sellers”), (ii) Granite US Holdings LP, a Delaware limited partnership (“Granite US”), Granite Acquisition GmbH, a German limited liability company (“Granite Germany”), Granite Canada Holdings Acquisition Corp., a corporation formed pursuant to the laws of British Columbia (“Granite Canada”), and HowMex Holdings, S. de R.L. de C.V., a Mexican limited liability company (“Granite Mexico” and, together with BV II, Granite US, Granite Germany and Granite Canada, the “Acquired Companies”), and (iii) the Company. | d408897d8k.htm |
| 2022-11-09 | 8-K | 2022-11-08 | 1.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities; 7.01 Regulation FD Disclosure | 1.01 On November 8, 2022, Chart Industries, Inc., a Delaware corporation (the “Company”), entered into an Equity Purchase Agreement (the “Purchase Agreement”) by and among (i) Granite Holdings I B.V., a Dutch private limited liability company (“Primary Seller”), Granite Holdings II B.V., a Dutch private limited liability company (“BV II”), and Granite US Holdings GP, LLC, a Delaware limited liability company (the “US GP Seller” and, together with Primary Seller and BV II, the “Sellers”), (ii) Granite US Holdings LP, a Delaware limited partnership (“Granite US”), Granite Acquisition GmbH, a German limited liability company (“Granite Germany”), Granite Canada Holdings Acquisition Corp., a corporation formed pursuant to the laws of British Columbia (“Granite Canada”), and HowMex Holdings, S. de R.L. de C.V., a Mexican limited liability company (“Granite “Mexico” and, together with BV II, Granite US, Granite Germany and Granite Canada, the “Acquired Companies”), and (iii) the Company. 3.02 The information contained in Item 1.01 under the heading “Series A Cumulative Convertible Participating Preferred Stock” is incorporated herein by reference. 7.01 A copy of the press release announcing the Company’s execution of the Purchase Agreement is attached hereto as Exhibit 99.1 and is incorporated herein by reference. | d411515d8k.htm |
| 2022-10-28 | 8-K | 2022-10-28 | 2.02 Results of Operations and Financial Condition | 2.02 On October 28, 2022, Chart Industries, Inc. (the “Company”) issued a news release announcing the Company’s financial results for the third quarter ended September 30, 2022, as well as supplemental information for the third quarter ended September 30, 2022. | gtls-20221028.htm |
| 2022-07-29 | 8-K | 2022-07-29 | 2.02 Results of Operations and Financial Condition | 2.02 On July 29, 2022, Chart Industries, Inc. (the “Company”) issued a news release announcing the Company’s financial results for the second quarter ended June 30, 2022, as well as supplemental information for the second quarter ended June 30, 2022. | gtls-20220729.htm |
| 2022-05-18 | 8-K | 2022-05-13 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 Chart Industries, Inc. (the “Company”) held its 2022 annual meeting of stockholders (the “Annual Meeting”) on May 13, 2022. | d292313d8k.htm |
| 2022-05-05 | 8-K | 2022-05-05 | 7.01 Regulation FD Disclosure | 7.01 Chart Industries, Inc. (the “Company”) has prepared investor presentation materials to be used in meetings with stockholders and the investment community. | d296854d8k.htm |
| 2022-04-29 | 8-K | 2022-04-29 | 2.02 Results of Operations and Financial Condition | 2.02 On April 29, 2022, Chart Industries, Inc. (the “Company”) issued a news release announcing the Company’s financial results for the first quarter ended March 31, 2022, as well as supplemental information for the first quarter ended March 31, 2022. | gtls-20220429.htm |
| 2022-02-24 | 8-K | 2022-02-24 | 2.02 Results of Operations and Financial Condition | 2.02 On February 24, 2022, Chart Industries, Inc. (the “Company”) issued a news release announcing the Company’s financial results for the fourth quarter and fiscal year ended December 31, 2021, as well as supplemental information for the fourth quarter and fiscal year ended December 31, 2021. | gtls-20220224.htm |