---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-22-300170"
form_type: "8-K"
ticker: "CHEF"
cik: "0001517175"
company_name: "Chefs' Warehouse, Inc."
filed_at: "2022-12-07T23:59:59+00:00"
generated_at: "2026-06-21T08:06:07.844089+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.6
calibrated_materiality_score: 0.6
confidence: "high"
source: SEC EDGAR
---

# Chefs' Warehouse announces $250M convertible notes due 2028; concurrent exchange of existing 2024 notes

## Summary
- Offering of $250M aggregate principal amount of convertible senior notes due 2028; initial purchasers option for additional $37.5M.
- Concurrent exchange agreements with limited holders of 1.875% convertible notes due 2024 for cash and common stock.
- Net proceeds used for exchange consideration and general corporate purposes.
- Amendments to term loan and ABL credit facilities to allow up to $350M unsecured debt and conversion/exchange of notes.

## SEC filing metadata
- accession: 0001193125-22-300170
- form_type: 8-K
- ticker: CHEF
- cik: 0001517175
- company_name: Chefs' Warehouse, Inc.
- filed_at: 2022-12-07T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.6
- calibrated_materiality_score: 0.6
- confidence: high
- sec_items: 1.01, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1517175/000119312522300170/0001193125-22-300170-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1517175/000119312522300170/d430977d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-22-300170
- JSON: https://secwatch.observer/filing/0001193125-22-300170.json
- Plain text: https://secwatch.observer/filing/0001193125-22-300170.txt

## Key facts
- Material Agreements
  Chefs' Warehouse, Inc. amended Fifth Amendment with BMO Harris Bank, N.A., as administrative agent (effective 2022-12-07).
  - Action: amendment
  - Agreement: credit facility
  - Counterparty: BMO Harris Bank, N.A., as administrative agent
  - Effective: 2022-12-07
  source text: On December 7, 2022, the Company entered into a fifth amendment (the “ Fifth Amendment ”) to its asset-based loan facility (the “ ABL Facility ”)
  evidence_url: https://www.sec.gov/Archives/edgar/data/1517175/000119312522300170/0001193125-22-300170-index.htm
- Material Agreements
  Chefs' Warehouse, Inc. amended Ninth Amendment with Jefferies Finance LLC, as administrative agent and collateral agent (effective 2022-12-07).
  - Action: amendment
  - Agreement: credit facility
  - Counterparty: Jefferies Finance LLC, as administrative agent and collateral agent
  - Effective: 2022-12-07
  source text: On December 7, 2022, The Chefs’ Warehouse, Inc. (the “ Company ”) entered into a ninth amendment (the “ Ninth Amendment ”) to its senior secured term loan credit agreement
  evidence_url: https://www.sec.gov/Archives/edgar/data/1517175/000119312522300170/0001193125-22-300170-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
