8-K
filed June 1, 2023, 7:59 PM ET
ticker HNI
CIK 0000048287
M&A
confidence high
sentiment positive
materiality 0.75
HNI CORP (HNI): M&A transaction — HNI Corp closes Kimball International acquisition for $9 cash + 0.1301 shares per share; proforma revenue ~$3B
HNI CORP
- Kimball shareholders receive $9 cash + 0.1301 HNI shares per share; HNI assumed equity plan with ~1.1M shares.
- Proforma revenue of ~$3.0B and combined EBITDA of ~$305M, including $25M in synergies expected within 3 years.
- HNI amended credit agreements, increasing term loan by $20M and revolver by $25M to finance the merger.
- Kimball's board and most officers ceased; certain officers remain including COO Kourtney Smith and EVP Gregory Meunier.
Key facts
Extracted from this filing and checked against the source text.
Executive change
SEC 8-K Item 5.02
confidence 1.0
Lonnie Nicholson was appointed as Chief Human Resources Officer at HNI CORP.
- Action
- remain
- Role
- Chief Human Resources Officer
Exact text from the filing
the following who will remain officers of Kimball International: Kourtney Smith, Chief Operating Officer, Gregory Meunier, EVP Global Operations, Lonnie Nicholson, Chief Human Resources Officer, Michael Roch, Chief Customer Officer Workplace & Health, and Chris Robison, President of Poppin.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Gregory Meunier was appointed as EVP Global Operations at HNI CORP.
- Action
- remain
- Role
- EVP Global Operations
Exact text from the filing
the following who will remain officers of Kimball International: Kourtney Smith, Chief Operating Officer, Gregory Meunier, EVP Global Operations, Lonnie Nicholson, Chief Human Resources Officer, Michael Roch, Chief Customer Officer Workplace & Health, and Chris Robison, President of Poppin.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Kourtney Smith was appointed as Chief Operating Officer at HNI CORP.
- Action
- remain
- Role
- Chief Operating Officer
Exact text from the filing
the following who will remain officers of Kimball International: Kourtney Smith, Chief Operating Officer, Gregory Meunier, EVP Global Operations, Lonnie Nicholson, Chief Human Resources Officer, Michael Roch, Chief Customer Officer Workplace & Health, and Chris Robison, President of Poppin.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Michael Roch was appointed as Chief Customer Officer Workplace & Health at HNI CORP.
- Action
- remain
- Role
- Chief Customer Officer Workplace & Health
Exact text from the filing
the following who will remain officers of Kimball International: Kourtney Smith, Chief Operating Officer, Gregory Meunier, EVP Global Operations, Lonnie Nicholson, Chief Human Resources Officer, Michael Roch, Chief Customer Officer Workplace & Health, and Chris Robison, President of Poppin.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 1.0
Chris Robison was appointed as President of Poppin at HNI CORP.
- Action
- remain
- Role
- President of Poppin
Exact text from the filing
the following who will remain officers of Kimball International: Kourtney Smith, Chief Operating Officer, Gregory Meunier, EVP Global Operations, Lonnie Nicholson, Chief Human Resources Officer, Michael Roch, Chief Customer Officer Workplace & Health, and Chris Robison, President of Poppin.
View on SEC.gov
M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
HNI CORP completed an acquisition involving Kimball International, Inc. for $9.00 in cash and 0.1301 shares of HNI common stock per share (closed 2023-06-01).
- Action
- acquisition
- Counterparty
- Kimball International, Inc.
- Consideration
- $9.00 in cash and 0.1301 shares of HNI common stock per share
- Closing
- 2023-06-01
Exact text from the filing
law, and (d) certain shares of Kimball Common Stock subject to long-term incentive awards (collectively, the “ Excluded Shares ”)), was converted into the right to receive (i) $9.00 in cash (the “ Cash Consideration ”) and (ii) 0.1301 of a validly issued, fully paid and nonassessable share of common stock of HNI, par value $1.00 per share (“ HNI Common Stock
View on SEC.gov
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