FORTERRA, INC. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2022-03-21: Form 8-K; Period of report 2022-03-18; Description 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events; Details 1.02.
- 2022-03-16: Form 8-K; Period of report 2022-03-16; Description 8.01 Other Events; Details 8.01.
- 2022-02-28: Form 8-K; Period of report 2022-02-23; Description 2.02 Results of Operations and Financial Condition; 8.01 Other Events; Details 2.02.
- 2022-02-16: Form 8-K; Period of report 2022-02-16; Description 8.01 Other Events; Details 8.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2022-03-21 | 8-K | 2022-03-18 | 1.02 Termination of a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 8.01 Other Events | 1.02 Concurrently with the completion of the Merger: (i) the Company terminated all commitments outstanding under that certain ABL Credit Agreement dated as of October 25, 2016, as amended, by and among the Company and certain of its subsidiaries, as borrowers, the lenders party thereto and Bank of America, N.A., as agent and repaid all outstanding indebtedness thereunder, (ii) the Company terminated that certain Senior Lien Term Loan Credit Agreement dated as of October 25, 2016 by and among the Company, Forterra Finance, LLC, as borrower, the lenders party thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent, and repaid all outstanding indebtedness thereunder and (iii) the Company redeemed all outstanding notes under that certain Indenture, dated as of July 16, 2020 by and among Forterra Finance, LLC, FRTA Finance Corp., the guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, relating to the Company’s outstanding 6.50% Senior Secured Notes due 2025 (the “Notes”). 2.01 The information set forth in the Introductory Note above is incorporated herein by reference. 2.04 The information required by this Item 2.04 is included in the Introductory Note, Item 1.02 and Item 2.01 above and is incorporated herein by reference. 3.01 In connection with the completion of the Merger, the Company notified The Nasdaq Stock Market LLC (“Nasdaq”) on March 18, 2022 that each outstanding share of Common Stock (except as described in Item 2.01 above) was converted pursuant to the Merger Agreement as described under Item 2.01 above, and the Company requested that Nasdaq (i) cease trading of the Common Stock on Nasdaq and suspend the listing of the Common Stock and (ii) file a Form 25 with the SEC to remove the Common Stock from listing on Nasdaq and deregister the Common Stock pursuant to Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). 3.03 The information required by this Item 3.03 is included in Item 2.01 and Item 3.01 above and Item 5.02 and Item 5.03 below and is incorporated herein by reference. 5.01 The information included in Item 2.01 and Item 3.01 above and Item 5.02 and Item 5.03 below is incorporated herein by reference. 5.02 On March 18, 2022, in connection with the Merger, Chris Meyer, Richard “Chip” Cammerer, Jr., Rafael Colorado, Maureen Harrell, Chad Lewis, Clint McDonnough, John McPherson, Jacques Sarrazin and Karl H. Watson, Jr. resigned as members of the board of directors of the Company as of the Effective Time. 5.03 On March 18, 2022, pursuant to the Merger Agreement, at the Effective Time, the Company’s Amended and Restated Certificate of Incorporation, as in effect prior to the Effective Time, was amended and restated to read in its entirety substantially as set forth in Exhibit B to the Merger Agreement, and, as so amended and restated, became the certificate of incorporation of the Surviving Corporation. 8.01 On March 18, 2022, the Company issued a press release announcing the completion of the Merger. | d260816d8k.htm |
| 2022-03-16 | 8-K | 2022-03-16 | 8.01 Other Events | 8.01 As previously disclosed, on February 19, 2021, Forterra, Inc., a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Quikrete Holdings, Inc., a Delaware corporation (“Parent”), and Jordan Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), pursuant to which Merger Sub will merge with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly-owned subsidiary of Parent. | frta-20220316.htm |
| 2022-02-28 | 8-K | 2022-02-23 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 2.02 On February 28, 2022, Forterra, Inc. (the "Company") issued a press release announcing its financial results for its fiscal quarter and year ended December 31, 2021. 8.01 On February 23, 2022, the Company’s Board of Directors determined that the 2022 Annual Meeting of Stockholders ("Annual Meeting") will be held virtually on May 17, 2022 beginning at 10:00 a.m. | frta-20220223.htm |
| 2022-02-16 | 8-K | 2022-02-16 | 8.01 Other Events | 8.01 As previously disclosed, on February 19, 2021, Forterra, Inc., a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Quikrete Holdings, Inc., a Delaware corporation (“Parent”), and Jordan Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), pursuant to which Merger Sub will merge with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly-owned subsidiary of Parent. | frta-20220216.htm |
| 2021-12-16 | 8-K | 2021-12-13 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | frta-20211213.htm |
| 2021-12-01 | 8-K | 2021-11-24 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | frta-20211124.htm |
| 2021-10-28 | 8-K | 2021-10-27 | 2.02 Results of Operations and Financial Condition | 2.02 On October 27, 2021, Forterra, Inc. (the "Company") issued a press release announcing its financial results for its fiscal quarter ended September 30, 2021. | frta-20211027.htm |
| 2021-07-29 | 8-K | 2021-07-28 | 2.02 Results of Operations and Financial Condition | 2.02 On July 28, 2021, Forterra, Inc. (the "Company") issued a press release announcing its financial results for its fiscal quarter ended June 30, 2021. | frta-20210728.htm |
| 2021-05-14 | 8-K | 2021-05-12 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On May 12, 2021, Forterra, Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders. | frta-20210512.htm |
| 2021-05-03 | 8-K | 2021-04-30 | 8.01 Other Events | 8.01 As previously disclosed, on February 19, 2021, Forterra, Inc., a Delaware corporation (the “Company”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Quikrete Holdings, Inc., a Delaware corporation (“Parent”), and Jordan Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), pursuant to which Merger Sub will merge with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly-owned subsidiary of Parent. | frta-20210430.htm |
| 2021-04-29 | 8-K | 2021-04-28 | 2.02 Results of Operations and Financial Condition | 2.02 On April 28, 2021, Forterra, Inc. (the "Company") issued a press release announcing its financial results for its fiscal quarter ended March 31, 2021. | frta-20210428.htm |
| 2021-04-01 | 8-K | 2021-04-01 | 8.01 Other Events | 8.01 On March 11, 2021, Forterra, Inc., a Delaware corporation (the “Company”), filed a preliminary information statement on Schedule 14C (the “Preliminary Information Statement”) with the Securities and Exchange Commission (the “SEC”) in connection with the proposed merger (the “Merger”) pursuant to the previously disclosed Agreement and Plan of Merger, dated as of February 19, 2021 (the “Merger Agreement”), by and among the Company, Quikrete Holdings, Inc., a Delaware corporation (“Parent”), and Jordan Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent. | d154474d8k.htm |
| 2021-02-25 | 8-K | 2021-02-24 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 2.02 On February 24, 2021, Forterra, Inc. (the "Company") issued a press release announcing its financial results for its fiscal quarter and year ended December 31, 2020. 8.01 The Company’s Board of Directors has determined that the Company’s 2021 Annual Meeting of Stockholders ("Annual Meeting") will be held virtually on May 12, 2021 beginning at 10:30 a.m. | frta-20210224.htm |
| 2021-02-22 | 8-K | 2021-02-19 | 1.01 Entry into a Material Definitive Agreement; 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 5.07 On February 19, 2021, following execution of the Merger Agreement, the Principal Stockholder, which, as of such date, controlled a majority of the voting power of the Company, executed the Written Consent adopting the Merger Agreement. 8.01 On February 22, 2021, the Company issued a joint press release with Parent announcing entry into the Merger Agreement. | d136987d8k.htm |
| 2020-11-20 | 8-K | 2020-11-19 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On November 19, 2020, Forterra, Inc. (the “Company”) determined to effect an internal management realignment of its Drainage Pipe & Products segment in connection with its continued focus on the effectiveness of its general and administrative spending. | frta-20201119.htm |
| 2020-10-29 | 8-K | 2020-10-28 | 2.01 Completion of Acquisition or Disposition of Assets; 7.01 Regulation FD Disclosure | 7.01 The Company intends to reference a slide deck (the “Presentation”) during the Company’s conference call to discuss its financial results for its fiscal quarter ended September 30, 2020. | frta-20201028.htm |
| 2020-09-24 | 8-K | 2020-09-24 | 8.01 Other Events | 8.01 On September 21, 2020, Forterra US Holdings, LLC (the “Selling Stockholder”), a significant stockholder of Forterra, Inc. (the “Company”), completed an underwritten public offering of 10,000,000 shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”). | frta20200924.htm |
| 2020-09-17 | 8-K | 2020-09-16 | 8.01 Other Events | 8.01 On September 16, 2020, Forterra, Inc. (the “Company”) issued a press release announcing the pricing of the previously announced offering by its largest stockholder, Forterra US Holdings, LLC, an affiliate of Lone Star Funds, of 10,000,000 shares of the Company’s common stock, par value $0.001. | d90650d8k.htm |
| 2020-09-14 | 8-K | 2020-09-14 | 8.01 Other Events | 8.01 On September 14, 2020, Forterra, Inc. (the “Company”) issued a press release announcing a proposed offering by its largest stockholder, Forterra US Holdings, LLC, an affiliate of Lone Star Funds, of 10,000,000 shares of the Company’s common stock, par value $0.001. | d936273d8k.htm |
| 2020-09-11 | 8-K | 2020-09-10 | 8.01 Other Events | 8.01 On September 10, 2020, Forterra, Inc. (the “Company”) issued a press release regarding a decision rendered in the arbitration proceeding involving HeidelbergCement, A.G. (“Heidelberg”) relating to an earnout provision in the purchase agreement relating to the 2015 acquisition of certain businesses now owned by the Company from Heidelberg. | frta20200910.htm |
| 2020-07-28 | 8-K | 2020-07-27 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 2.02 On July 27, 2020, Forterra, Inc. (the "Company") issued a press release announcing its financial results for its fiscal quarter ended June 30, 2020. 8.01 The Company intends to reference a slide deck (the "Presentation") during the Company's conference call to discuss its financial results for its fiscal quarter ended June 30, 2020 and from time to time by the Company's executive management team in meetings with investors regarding, among other things, the Company's operations and performance. | frta2020q28-k.htm |
| 2020-07-17 | 8-K | 2020-07-16 | 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; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 2.03 The information set forth under “Item 1.01. 8.01 On July 16, 2020, the Company issued a press release announcing the closing of the Offering. | d92090d8k.htm |
| 2020-07-02 | 8-K | 2020-07-02 | 8.01 Other Events | 8.01 On July 2, 2020, Forterra, Inc. issued a press release announcing the pricing of an upsized offering by its wholly owned subsidiaries Forterra Finance, LLC and FRTA Finance Corp. of $500 million principal amount of 6.50% senior secured notes in a private offering to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States to non-U.S. persons pursuant to Regulation S under the Securities Act. | d944214d8k.htm |
| 2020-06-30 | 8-K | 2020-06-30 | 7.01 Regulation FD Disclosure; 8.01 Other Events | 7.01 On June 30, 2020, Forterra, Inc. (the “Company”) issued a press release announcing certain preliminary financial results for its fiscal quarter ending June 30, 2020 and providing a general business update. 8.01 On June 30, 2020, the Company issued a press release announcing a proposed offering by its wholly owned subsidiaries Forterra Finance, LLC and FRTA Finance Corp. of $400 million principal amount of senior secured notes in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act and outside the United States to non-U.S. persons pursuant to Regulation S under the Securities Act. | d81982d8k.htm |
| 2020-06-18 | 8-K | 2020-06-17 | 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; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 1.01 Entry into a Material Definitive Agreement. 2.03 The disclosure required by this item is included in Item 1.01 above and is incorporated herein by reference. 7.01 On June 18, 2020, the Company disclosed that it had repaid $180.0 million of cash it had previously borrowed under its ABL Credit Agreement as part of its precautionary measures to preserve cash in its initial response to the economic uncertainty related to the COVID-19 pandemic. | frta8k20200617.htm |
| 2020-05-29 | 8-K | 2020-05-28 | 7.01 Regulation FD Disclosure | 7.01 On May 28, 2020, Forterra, Inc. (the "Company") posted to its investor relations website a copy of certain materials (the "Presentation") to be used from time to time by the Company's executive management team in meetings with investors regarding, among other things, the Company's operations and performance. | frta8k20200528.htm |
| 2020-05-19 | 8-K | 2020-05-19 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On May 19, 2020, Forterra, Inc. (the “Company”) held its 2020 Annual Meeting of Stockholders. | frta8k20200519.htm |
| 2020-04-30 | 8-K | 2020-04-29 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On April 29, 2020, Forterra, Inc. (the "Company") issued a press release announcing its financial results for its fiscal quarter ended March 31, 2020. 7.01 The Company intends to reference a slide deck (the “Presentation”) during the Company’s conference call to discuss its financial results for its fiscal quarter ended March 31, 2020. | frta2020q18k.htm |
| 2020-04-06 | 8-K | 2020-04-03 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 In addition, the independent members of the Company’s Board of Directors (“Board”) have also agreed to voluntarily forgo payment of 50% of their cash retainer compensation, including for service on the Board and its committees, effective April 1, 2020 until such time as the Board of Directors determines whether to recommence, revise or continue to forego its compensation. | frta8k20200403.htm |
| 2020-03-03 | 8-K/A | 2020-02-28 | 8.01 Other Events | 8.01 The Company has scheduled its Annual Meeting to be held on May 19, 2020 at 9:00 a.m. | frta_202003038ka.htm |
| 2020-03-03 | 8-K | 2020-03-03 | 8.01 Other Events | 8.01 On March 3, 2020, Forterra, Inc. (the “Company”) posted to its investor relations website a copy of certain materials (the “Presentation”) to be used from time to time by the Company’s executive management team in meetings with investors regarding, among other things, the Company’s operations and performance. | d895187d8k.htm |
| 2020-02-28 | 8-K | 2020-02-28 | 8.01 Other Events | 8.01 Forterra, Inc. (the “Company”) has scheduled its 2020 Annual Meeting of Stockholders (“Annual Meeting”) to be held on May 19, 2019 at 9:00 a.m. | frta8k20200228.htm |
| 2020-02-27 | 8-K | 2020-02-27 | 2.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 2.02 On February 26, 2020, Forterra, Inc. (the “Company”) issued a press release announcing its financial results for its fiscal quarter and year ended December 31, 2019. 5.02 On February 24, 2020, Allison Navitskas and Robert Corcoran, each Class I members of the Board of Directors (the “Board”) of the Company resigned from the Board. 7.01 The Company intends to reference a slide deck (the “Presentation”) during the Company’s conference call to discuss its financial results for its fiscal quarter and year ended December 31, 2019. | frta2019q48k.htm |
| 2019-11-05 | 8-K | 2019-11-05 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On November 4, 2019, Forterra, Inc. (the "Company") issued a press release announcing its financial results for its fiscal quarter ended September 30, 2019. 7.01 The Company intends to reference a slide deck (the “Presentation”) during the Company’s conference call to discuss its financial results for its fiscal quarter ended September 30, 2019. | frta2019q38k.htm |
| 2019-09-09 | 8-K | 2019-09-09 | 7.01 Regulation FD Disclosure | 7.01 On September 9, 2019, Forterra, Inc. (the "Company") announced that it is posting an updated investor deck to its website for use from time to time in meetings with investors. | frta8k09092019.htm |
| 2019-08-06 | 8-K | 2019-08-05 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On August 5, 2019, Forterra, Inc. (the "Company") issued a press release announcing its financial results for its fiscal quarter ended June 30, 2019. 7.01 The Company intends to reference a slide deck (the “Presentation”) during the Company’s conference call to discuss its financial results for its fiscal quarter ended June 30, 2019. | frta2019q28k.htm |
| 2019-06-24 | 8-K | 2019-06-21 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure; 8.01 Other Events | 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. 7.01 On June 24, 2019, the Company also confirmed its prior guidance regarding full year 2019 financial results disclosed most recently in the Company’s earnings release for the first quarter of 2019 issued on May 6, 2019. 8.01 On June 24, 2019, the Company also announced that John McPherson, an independent member of the Board since 2016, has been appointed Lead Director and non-executive Vice Chairman of the Board. | frta8k201906.htm |
| 2019-05-23 | 8-K | 2019-05-22 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.07 Submission of Matters to a Vote of Security Holders | 5.02 On May 22, 2019, Forterra, Inc. (the “Company”) entered into employment agreements (the “Employment Agreements”) with Richard Hunter and Vikrant Bhatia (the “Executives”). 5.07 On May 22, 2019, Forterra, Inc. (the “Company”) held its 2019 Annual Meeting of Stockholders. | frta8k20190522.htm |
| 2019-05-07 | 8-K | 2019-05-06 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On May 6, 2019, Forterra, Inc. (the "Company") issued a press release announcing its financial results for its fiscal quarter ended March 31, 2019. 7.01 The Company may reference a slide deck (the “Presentation”) during the Company’s conference call to discuss its financial results for its fiscal quarter ended March 31, 2019. | frta2019q18k.htm |
| 2019-03-25 | 8-K | 2019-03-21 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 25, 2019, Forterra, Inc. (the “Company”) announced a management restructuring under which certain of its executives would assume new roles and responsibilities which will be effective immediately. | frta8k20190325.htm |
| 2019-03-11 | 8-K | 2019-03-11 | 2.02 Results of Operations and Financial Condition | 2.02 On March 11, 2019, Forterra, Inc. (the “Company”) issued a press release announcing its financial results for its fiscal quarter and year ended December 31, 2018. | frta2018q48k.htm |
| 2019-03-01 | 8-K | 2019-02-28 | 8.01 Other Events | 8.01 Forterra, Inc. (the “Company”) has scheduled its 2019 Annual Meeting of Stockholders (“Annual Meeting”) to be held on May 22, 2019 at 9:00 a.m. | frta8k20190301.htm |
| 2019-01-14 | 8-K | 2019-01-10 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On January 10, 2019, the Board of Directors (the “Board”) of Forterra, Inc. (the “Company”), appointed Allison Navitskas to serve as a Class I member of the Board to fill the vacancy created by the previously disclosed resignation of Dominic LaValle. | frta201901148k.htm |
| 2018-12-27 | 8-K | 2018-12-21 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 21, 2018, Dominic LaValle, a Class II member of the Board of Directors (the “Board”) of Forterra, Inc. (the “Company”), resigned from the Board. | frta201812278k502.htm |
| 2018-12-14 | 8-K | 2018-12-10 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 10, 2018, Mark Carpenter, President of the Drainage Pipe & Products segment of Forterra, Inc. (the “Company”) submitted a notice of his resignation in order to pursue a new opportunity. | frta201812148k502.htm |
| 2018-11-13 | 8-K | 2018-11-13 | 7.01 Regulation FD Disclosure | 7.01 On November 13, 2018, Forterra, Inc. (the "Company") announced that it is posting an updated investor deck to its website for use from time to time in meetings with investors. | frta201811138k701.htm |
| 2018-11-06 | 8-K | 2018-11-06 | 2.02 Results of Operations and Financial Condition; 8.01 Other Events | 2.02 On November 6, 2018, Forterra, Inc. (the "Company") issued a press release announcing its financial results for its fiscal quarter ended September 30, 2018. 8.01 Subsequent to the issuance of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017 (the “2017 10-K”), the Public Company Accounting Oversight Board (“PCAOB”) conducted an inspection of Ernst & Young LLP’s (“EY”) audit of the Company’s financial statements for the year ended December 31, 2017. | frta2018q38k.htm |
| 2018-10-01 | 8-K | 2018-09-25 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On September 28, 2018, the Board of Directors (the “Board”) of Forterra, Inc. (the “Company”), elected Rafael Colorado to serve as a Class II member of the Board to fill the vacancy created by the resignation of Kyle Volluz, who resigned from the Board effective September 25, 2018. | frta_8k10012018.htm |
| 2018-09-06 | 8-K | 2018-09-06 | 7.01 Regulation FD Disclosure | 7.01 On September 6, 2018, Forterra, Inc. (the "Company") announced that it is posting an updated investor deck to its website for use from time to time in meetings with investors. | frta201809068k701.htm |
| 2018-08-08 | 8-K | 2018-08-08 | 2.02 Results of Operations and Financial Condition | 2.02 On August 8, 2018, Forterra, Inc. issued a press release announcing its financial results for its fiscal quarter ended June 30, 2018. | frta2018q28k.htm |
| 2018-07-24 | 8-K | 2018-07-23 | 2.02 Results of Operations and Financial Condition; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 2.02 On July 24, 2018, Forterra, Inc. (the “Company”) issued a press release announcing the matters discussed in Item 5.02 below and reaffirming the Company’s previously announced financial outlook for the fiscal quarter ended June 30, 2018, before adjustments for the recently announced sale-leaseback amendment. 5.02 On July 24, 2018, Forterra, Inc. (the “Company”) announced an internal management realignment of its Water Pipe & Products segment. | frta_8k07242018.htm |
| 2018-06-11 | 8-K | 2018-06-05 | 1.01 Entry into a Material Definitive Agreement | 1.01 On June 5, 2018, certain wholly-owned subsidiaries of Forterra, Inc. (the “Company”) entered into an Exchange Agreement and an Amended and Restated Master Lease with Pipe Portfolio Owner (Multi) LP (the “U.S. Landlord”), the United States landlord under the Company’s existing sale-leaseback transaction, and certain wholly-owned subsidiaries of the Company entered into an Exchange Agreement with FORT-BEN Holdings (ONQC) Ltd. and FORT-NOM Holdings (ONQC) Ltd., (the “Canadian Landlord”) and an Amended and Restated Master Lease with FORT-NOM Holdings (ONQC) Ltd., the Canadian landlord in the Company’s existing sale-leaseback transaction (collectively, the “Exchange Transaction”). | frta_8k20180606.htm |
| 2018-05-25 | 8-K | 2018-05-24 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On May 24, 2018, Forterra, Inc. (the “Company”) held its 2018 Annual Meeting of Stockholders. | frta_8k05252018.htm |
| 2018-05-22 | 8-K | 2018-05-16 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On May 16, 2018, Forterra, Inc. (the “Company”) entered into a letter agreement with Rich Hunter in respect of Mr. Hunter’s service as the Company’s Chief Operating Officer beginning on or about June 4, 2018. | frta_8k05212018.htm |
| 2018-05-08 | 8-K | 2018-05-08 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On May 8, 2018, Forterra, Inc. issued a press release announcing its financial results for its fiscal quarter ended March 31, 2018. 7.01 On May 8, 2018, the Company announced that it will be posting a slide deck (the "Presentation") to its website for use from time to time in meetings with investors. | frta2018q18k.htm |
| 2018-04-11 | 8-K | 2018-04-09 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On April 9, 2018, the Board of Directors (the “Board”) of Forterra, Inc. (the “Company”), elected Richard “Chip” Cammerer, Jr. to serve as a Class II member of the Board to fill the vacancy created by the previously disclosed resignation of Grant Wilbeck and Dominic LaValle and Chad Lewis to serve as a Class I members of the Board to fill the vacancies created by the previously disclosed resignations of Kevin Barner and Chad Suss, respectively. | frta201804118k.htm |
| 2018-04-05 | 8-K | 2018-03-31 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On March 31, 2018, Kevin Barner and Grant Wilbeck, Class I and Class II members, respectively, of the Board of Directors (the “Board”) of Forterra, Inc. (the “Company”), resigned from the Board. | frta8k20180405.htm |
| 2018-03-07 | 8-K | 2018-03-07 | 2.02 Results of Operations and Financial Condition | 2.02 On March 7, 2018, Forterra, Inc. (the “Company”) issued a press release announcing its financial results for its fiscal quarter and year ended December 31, 2017. | frta201712318k.htm |
| 2018-03-01 | 8-K | 2018-03-01 | 8.01 Other Events | 8.01 Forterra, Inc. (the “Company”) has scheduled its 2018 Annual Meeting of Stockholders (“Annual Meeting”) to be held on May 24, 2018 at 10:00 a.m. | frta8k20180301.htm |
| 2017-12-20 | 8-K | 2017-12-18 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 18, 2017, Forterra, Inc. (the “Company”) entered into employment agreements (the “Employment Agreements”) with Mark Carpenter and Lori Browne (the “Executives”). | frta201712198k.htm |
| 2017-12-12 | 8-K | 2017-12-08 | 8.01 Other Events | 8.01 On December 8, 2017, the Delaware Court of Chancery granted the motion to dismiss filed by certain affiliates of Forterra, Inc. (the “Company”) relating to a lawsuit filed by affiliates of HeidelbergCement A.G. (“Plaintiffs”) concerning an earn-out contingency under the terms of the agreement governing the 2015 acquisition of certain businesses from Plaintiffs. | frta201712088k.htm |
| 2017-11-15 | 8-K/A | 2017-06-19 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 At the Annual Meeting, a majority of the votes cast voted in favor of holding an advisory vote on the Company’s executive compensation each year. | frta_201711168ka.htm |
| 2017-11-08 | 8-K | 2017-11-07 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On November 7, 2017, Forterra, Inc. (the “Company”) issued a press release announcing its financial results for its fiscal quarter ended September 30, 2017. 7.01 The Company intends to reference a slide deck (the “Presentation”) during the Company’s conference call to discuss its financial results for its fiscal quarter ended September 30, 2017. | frta2017q38kearningsrelease.htm |
| 2017-09-14 | 8-K | 2017-09-14 | 7.01 Regulation FD Disclosure | 7.01 On September 14, 2017, Forterra, Inc. (the "Company") announced that it is posting an updated investor deck to its website for use from time to time in meetings with investors. | frta201709148k701.htm |
| 2017-09-07 | 8-K | 2017-09-06 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On September 6, 2017, Mr. Matt Brown resigned as Executive Vice President and Chief Financial Officer of Forterra, Inc. (the “Company”) and the Company appointed Mr. Charlie Brown to serve as the Company’s new Executive Vice President and Chief Financial Officer. | a2017q28k09062017.htm |
| 2017-08-10 | 8-K | 2017-08-10 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On August 10, 2017, Forterra, Inc. (the “Company”) issued a press release announcing its financial results for its fiscal quarter ended June 30, 2017. 7.01 The Company intends to reference a slide deck (the “Presentation”) during the Company’s conference call to discuss its financial results for its fiscal quarter ended June 30, 2017. | frta2017q28kearningsrelease.htm |
| 2017-07-31 | 8-K | 2017-07-27 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On July 27, 2017, Samuel D. Loughlin resigned from his position as Chairman and a member of the Board of Directors (“Board”) of Forterra, Inc. (the “Company”), concurrent with his decision to retire from his position at Lone Star North America Acquisitions, LLC, an affiliate of the Company’s controlling stockholder. | a201707318-k502.htm |
| 2017-06-21 | 8-K | 2017-06-21 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 On June 19, 2017, Forterra, Inc. (the “Company”) held its 2017 Annual Meeting of Stockholders. | a20178kshareholdermeetingr.htm |
| 2017-05-15 | 8-K | 2017-05-15 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On May 15, 2017, Forterra, Inc. (the “Company”) issued a press release announcing its financial results for its fiscal quarter ended March 31, 2017. 7.01 The Company intends to reference a slide deck (the “Presentation”) during the Company’s conference call to discuss its financial results for its fiscal quarter ended March 31, 2017. | a2017q18-kcoverpage.htm |
| 2017-05-08 | 8-K | 2017-05-03 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On May 3, 2017, Scott Leonard, Executive Vice President and Chief Operating Officer of Forterra, Inc. (the “Company”), notified the Company that he was resigning. | a2017-8kx0508.htm |
| 2017-05-05 | 8-K | 2017-05-01 | 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 disclosure required by this item is included in Item 1.01 above and is incorporated herein by reference. | a2017-8kx05052017.htm |
| 2017-03-30 | 8-K | 2017-03-29 | 2.02 Results of Operations and Financial Condition; 5.08 Shareholder Director Nominations; 7.01 Regulation FD Disclosure | 2.02 On March 29, 2017, Forterra, Inc. (the “Company”) issued a press release announcing its financial results for its fourth quarter and full-year ended December 31, 2016. 5.08 The Company's Board of Directors has determined that the Company's first annual meeting of stockholders (the "Annual Meeting") will be held on Monday, June 19, 2017, at 10:00 a.m., Central Daylight Time at the Company's headquarters, located at 511 East John Carpenter Freeway, 6th Floor, Irving, TX 75062. 7.01 The Company intends to reference a slide deck (the "Presentation") during the Company's conference call to discuss its financial results for its fourth quarter and full-year ended December 31, 2016. | currentreportitems20250870.htm |
| 2017-01-05 | 8-K | 2017-01-04 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On December 30, 2016, Forterra, Inc. (the “Company”) entered into a letter agreement with Scott Leonard in respect of Mr. Leonard’s service as the Company’s Executive Vice President and Chief Operating Officer beginning on or about January 3, 2017. | a201701048k.htm |
| 2016-12-05 | 8-K | 2016-12-05 | 7.01 Regulation FD Disclosure | 7.01 On December 5, 2016, Forterra, Inc. (the "Company") announced that it will be posting an investor deck to its website for use from time to time in meetings with investors. | a201612058k.htm |
| 2016-11-10 | 8-K | 2016-11-10 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 2.02 On November 10, 2016, Forterra, Inc. (the “Company”) issued a press release announcing its financial results for its third fiscal quarter ended September 30, 2016. 7.01 The Company intends to reference a slide deck (the “Presentation”) during the Company’s conference call to discuss its financial results for its third fiscal quarter ended September 30, 2016. | d291630d8k.htm |
| 2016-11-10 | 8-K/A | 2016-10-25 | 9.01 Financial Statements and Exhibits | 9.01 10.1 Senior Lien Term Loan Credit Agreement dated October 25, 2016 by and among Forterra, Inc., Forterra Finance, LLC, as borrower, the lenders party thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent. | d287018d8ka.htm |
| 2016-10-28 | 8-K | 2016-10-25 | 1.01 Entry into a Material Definitive Agreement; 1.02 Termination of a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events | 1.01 On October 25, 2016, Forterra, Inc. (the “Company”) entered into a Senior Lien Term Loan Credit Agreement (the “Term Loan Agreement”) by and among the Company, Forterra Finance, LLC, as borrower (the “Term Loan Borrower”), the lenders party thereto and Credit Suisse AG, Cayman Islands Branch, as administrative agent. 1.02 The disclosure required by this item is included in Item 1.01 above and is incorporated herein by reference. 2.03 The disclosure required by this item is included in Item 1.01 above and is incorporated herein by reference. 8.01 Also on October 25, 2016, the Company closed its initial public offering (the “Offering”) of 18,420,000 shares of its common stock, par value $0.001 per share (the “Common Stock”), all of which were offered and sold by the Company at a price of $18.00 per share of Common Stock (before underwriting discounts and commissions). | d260894d8k.htm |