secwatch / observer
8-K filed November 30, 2023, 6:59 PM ET CIK 0001599489
M&A confidence high sentiment neutral materiality 1.00

Veritiv Corp: M&A transaction — CD&R completes acquisition of Veritiv for $170/share; company goes private

Veritiv Corp

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Appointed

Robert C. Volpe

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
from and after the Effective Time, Robert C. Volpe, Ian A. Rorick and Kirsten Colwell, who were directors of Merger Subsidiary immediately before the Effective Time, became directors of the Surviving Corporation.
Departed

Ian A. Rorick

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
Robert C. Volpe, Ian A. Rorick and Kirsten Colwell resigned from the board of directors of the Surviving Corporation.
Departed

Michael P. Muldowney

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
Departed

Autumn R. Bayles

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
Appointed

Ian A. Rorick

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
from and after the Effective Time, Robert C. Volpe, Ian A. Rorick and Kirsten Colwell, who were directors of Merger Subsidiary immediately before the Effective Time, became directors of the Surviving Corporation.
Appointed

Salvatore A. Abbate

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
Salvatore A. Abbate, Eric J. Guerin and Susan B. Salyer were appointed to the board of directors of the Surviving Corporation
Appointed

Kirsten Colwell

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
from and after the Effective Time, Robert C. Volpe, Ian A. Rorick and Kirsten Colwell, who were directors of Merger Subsidiary immediately before the Effective Time, became directors of the Surviving Corporation.
Departed

Kirsten Colwell

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
Robert C. Volpe, Ian A. Rorick and Kirsten Colwell resigned from the board of directors of the Surviving Corporation.
Departed

Gregory B. Morrison

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
Departed

Charles G. Ward, III

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
Departed

Robert C. Volpe

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
Robert C. Volpe, Ian A. Rorick and Kirsten Colwell resigned from the board of directors of the Surviving Corporation.
Departed

Stephen E. Macadam

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
Departed

Salvatore A. Abbate

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
Departed

Tracy A. Leinbach

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
Appointed

Susan B. Salyer

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
Salvatore A. Abbate, Eric J. Guerin and Susan B. Salyer were appointed to the board of directors of the Surviving Corporation
Departed

David E. Flitman

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
Departed

Shantella E. Cooper

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
Appointed

Eric J. Guerin

Director
Veritiv Corp
Effective
2023-11-30
Filed
November 30, 2023, 6:59 PM ET
Salvatore A. Abbate, Eric J. Guerin and Susan B. Salyer were appointed to the board of directors of the Surviving Corporation

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 1.0

Veritiv Corp incurred revolving credit of $825 million senior secured asset based revolving credit facility with Wells Fargo Bank, National Association at term SOFR plus 1.75% or a base rate plus 0.75% maturing November 30, 2028.

Instrument
revolving credit
Principal
$825 million senior secured asset based revolving credit facility
Counterparty
Wells Fargo Bank, National Association
Rate
term SOFR plus 1.75% or a base rate plus 0.75%
Maturity
November 30, 2028
Event
incurrence
Exact text from the filing
“Term Loan Facility”), (ii) $700 million aggregate principal amount of 10.500% senior secured notes due 2030 (the “2030 Notes”) issued by Parent and (iii) a borrowing against a $825 million senior secured asset based revolving credit facility (the “ABL Facility”). Term Loan Facility On November 30, 2023, Parent and Veritiv Operating Company, a Delaware corporation
View on SEC.gov
Debt Financings SEC 8-K Item 2.03/2.04 confidence 1.0

Veritiv Corp incurred term loan of $600 million with Royal Bank of Canada at term SOFR plus 4.50% or a base rate plus 3.50% maturing November 30, 2030.

Instrument
term loan
Principal
$600 million
Counterparty
Royal Bank of Canada
Rate
term SOFR plus 4.50% or a base rate plus 3.50%
Maturity
November 30, 2030
Event
incurrence
Exact text from the filing
the meaning set forth in the Merger Agreement. Item 1.01. Entry into a Material Definitive Agreement. As described below, the Merger was funded in part with proceeds from (i) a $600 million senior secured term loan facility (the “Term Loan Facility”), (ii) $700 million aggregate principal amount of 10.500% senior secured notes due 2030 (the “2030 Notes”) issued by
View on SEC.gov
Debt Financings SEC 8-K Item 2.03/2.04 confidence 1.0

Veritiv Corp incurred senior notes of $700 million at 10.500% maturing due 2030.

Instrument
senior notes
Principal
$700 million
Rate
10.500%
Maturity
due 2030
Event
incurrence
Exact text from the filing
Definitive Agreement. As described below, the Merger was funded in part with proceeds from (i) a $600 million senior secured term loan facility (the “Term Loan Facility”), (ii) $700 million aggregate principal amount of 10.500% senior secured notes due 2030 (the “2030 Notes”) issued by Parent and (iii) a borrowing against a $825 million senior secured asset based
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Robert C. Volpe was appointed as Director at Veritiv Corp.

Action
became director
Role
Director
Exact text from the filing
from and after the Effective Time, Robert C. Volpe, Ian A. Rorick and Kirsten Colwell, who were directors of Merger Subsidiary immediately before the Effective Time, became directors of the Surviving Corporation.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Ian A. Rorick resigned as Director at Veritiv Corp.

Action
resigned
Role
Director
Exact text from the filing
Robert C. Volpe, Ian A. Rorick and Kirsten Colwell resigned from the board of directors of the Surviving Corporation.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Michael P. Muldowney resigned as Director at Veritiv Corp.

Action
resigned
Role
Director
Exact text from the filing
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Autumn R. Bayles resigned as Director at Veritiv Corp.

Action
resigned
Role
Director
Exact text from the filing
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Ian A. Rorick was appointed as Director at Veritiv Corp.

Action
became director
Role
Director
Exact text from the filing
from and after the Effective Time, Robert C. Volpe, Ian A. Rorick and Kirsten Colwell, who were directors of Merger Subsidiary immediately before the Effective Time, became directors of the Surviving Corporation.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Salvatore A. Abbate was appointed as Director at Veritiv Corp.

Action
appointed
Role
Director
Exact text from the filing
Salvatore A. Abbate, Eric J. Guerin and Susan B. Salyer were appointed to the board of directors of the Surviving Corporation
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Kirsten Colwell was appointed as Director at Veritiv Corp.

Action
became director
Role
Director
Exact text from the filing
from and after the Effective Time, Robert C. Volpe, Ian A. Rorick and Kirsten Colwell, who were directors of Merger Subsidiary immediately before the Effective Time, became directors of the Surviving Corporation.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Kirsten Colwell resigned as Director at Veritiv Corp.

Action
resigned
Role
Director
Exact text from the filing
Robert C. Volpe, Ian A. Rorick and Kirsten Colwell resigned from the board of directors of the Surviving Corporation.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Gregory B. Morrison resigned as Director at Veritiv Corp.

Action
resigned
Role
Director
Exact text from the filing
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Charles G. Ward, III resigned as Director at Veritiv Corp.

Action
resigned
Role
Director
Exact text from the filing
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Robert C. Volpe resigned as Director at Veritiv Corp.

Action
resigned
Role
Director
Exact text from the filing
Robert C. Volpe, Ian A. Rorick and Kirsten Colwell resigned from the board of directors of the Surviving Corporation.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Stephen E. Macadam resigned as Director at Veritiv Corp.

Action
resigned
Role
Director
Exact text from the filing
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Salvatore A. Abbate resigned as Director at Veritiv Corp.

Action
resigned
Role
Director
Exact text from the filing
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Tracy A. Leinbach resigned as Director at Veritiv Corp.

Action
resigned
Role
Director
Exact text from the filing
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Susan B. Salyer was appointed as Director at Veritiv Corp.

Action
appointed
Role
Director
Exact text from the filing
Salvatore A. Abbate, Eric J. Guerin and Susan B. Salyer were appointed to the board of directors of the Surviving Corporation
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

David E. Flitman resigned as Director at Veritiv Corp.

Action
resigned
Role
Director
Exact text from the filing
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Shantella E. Cooper resigned as Director at Veritiv Corp.

Action
resigned
Role
Director
Exact text from the filing
Stephen E. Macadam, Salvatore A. Abbate, Autumn R. Bayles, Shantella E. Cooper, David E. Flitman, Tracy A. Leinbach, Gregory B. Morrison, Michael P. Muldowney and Charles G. Ward, III each resigned from their positions as members of the board of directors of the Company and from any and all committees of the board of directors on which they served.
View on SEC.gov
Executive change SEC 8-K Item 5.02 confidence 0.95

Eric J. Guerin was appointed as Director at Veritiv Corp.

Action
appointed
Role
Director
Exact text from the filing
Salvatore A. Abbate, Eric J. Guerin and Susan B. Salyer were appointed to the board of directors of the Surviving Corporation
View on SEC.gov
Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Veritiv Corp: Certificate of Incorporation amended and restated in its entirety pursuant to merger, effective at the Effective Time.

Change
charter amendment
Exact text from the filing
at the Effective Time, the Amended and Restated Certificate of Incorporation of the Company was amended and restated in its entirety to be in the form of the certificate of incorporation of Merger Subsidiary as in effect immediately prior to the Effective Time, except that references to the Merger Subsidiary’s name were replaced with references to the Company’s name
View on SEC.gov
Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

Veritiv Corp: Bylaws amended and restated in their entirety pursuant to merger, effective at the Effective Time.

Change
bylaw amendment
Exact text from the filing
at the Effective Time, the Amended and Restated Bylaws of the Company, as in effect immediately prior to the Effective Time, were amended and restated in their entirety to be in the form of the bylaws of Merger Subsidiary as in effect immediately prior to the Effective Time, except that references to the Merger Subsidiary’s name were replaced with references to the Company’s name
View on SEC.gov
M&A Transactions SEC 8-K Item 2.01/5.01 confidence 0.9

Veritiv Corp underwent a change of control involving Clayton, Dubilier & Rice, LLC for $170 in cash (closed 2023-11-30).

Action
change of control
Counterparty
Clayton, Dubilier & Rice, LLC
Consideration
$170 in cash
Closing
2023-11-30
Exact text from the filing
demands appraisal of such shares in accordance with Section 262 of the Delaware General Corporation Law) was automatically cancelled and converted into the right to receive $170 in cash, without interest (the “Merger Consideration”). Any shares of Common Stock held by Veritiv as treasury stock or owned by any subsidiary of Veritiv or Parent or any
View on SEC.gov
Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Veritiv Corp entered into ABL Credit Agreement with Wells Fargo Bank, National Association, as administrative agent and collateral agent valued at $825 million (effective 2023-11-30).

Action
entry
Agreement
credit facility
Counterparty
Wells Fargo Bank, National Association, as administrative agent and collateral agent
Value
$825 million
Effective
2023-11-30
Exact text from the filing
he Borrowers entered into an ABL Credit Agreement (the “ABL Credit Agreement”) by and among the Borrowers, Holdings, the
View on SEC.gov
Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Veritiv Corp entered into Term Loan Credit Agreement with Royal Bank of Canada, as administrative agent and collateral agent valued at $600 million (effective 2023-11-30).

Action
entry
Agreement
credit facility
Counterparty
Royal Bank of Canada, as administrative agent and collateral agent
Value
$600 million
Effective
2023-11-30
Exact text from the filing
nd each, a “Borrower”), as the initial borrowers, entered into (a) a Term Loan Credit Agreement (the “Term Loan Credit Agreement”) by and among the Borrowers, Verde Intermediate Holdings, LLC, a Delaware limited liability company (“Holdings”),
View on SEC.gov

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Source: SEC EDGAR
accession 0001104659-23-122267
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