8-K
filed April 3, 2023, 7:59 PM ET
ticker CR
CIK 0001944013
other material
confidence high
sentiment neutral
materiality 0.75
Crane Co (CR): debt financing — Crane Company completes spin-off from Crane NXT; draws $300M term loan, appoints new board and leadership
Crane Co
- Crane Company becomes independent public company; common stock (CR) starts trading on NYSE April 4, 2023.
- Drew full $300M under senior unsecured term loan; $275M paid as dividend to Crane NXT pre-spin.
- Board expanded to nine directors; James L.L. Tullis named chairman, Sanjay Kapoor added effective April 3.
- Executive team: Max H. Mitchell CEO, Richard A. Maue CFO, Anthony M. D'Iorio GC; Marijane Papanikolaou to become CAO on April 24.
- Separation agreement, transition services, tax, employee, and IP matters agreements executed with Crane NXT (now CXT).
Key facts
Extracted from this filing and checked against the source text.
Debt Financings
SEC 8-K Item 2.03/2.04
confidence 0.9
Crane Co incurred term loan of $300 million.
- Instrument
- term loan
- Principal
- $300 million
- Event
- incurrence
Exact text from the filing
On April 3, 2023, the Company drew down the full $300 million available under the Term Loan.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
John S. Stroup was elected as Director at Crane Co.
- Action
- elected
- Role
- Director
Exact text from the filing
each of James L. L. Tullis, Martin R. Benante, Ronald C. Lindsay, Ellen McClain, Charles G. McClure, Jr., Max H. Mitchell, Jennifer M. Pollino and John S. Stroup was elected to serve as a director on the Company Board
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Jennifer M. Pollino was elected as Director at Crane Co.
- Action
- elected
- Role
- Director
Exact text from the filing
each of James L. L. Tullis, Martin R. Benante, Ronald C. Lindsay, Ellen McClain, Charles G. McClure, Jr., Max H. Mitchell, Jennifer M. Pollino and John S. Stroup was elected to serve as a director on the Company Board
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Anthony M. D'Iorio resigned as Director at Crane Co.
- Action
- resigned
- Role
- Director
Exact text from the filing
each of Richard A. Maue and Anthony M. D’Iorio resigned from his position as a director on the Company Board.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
James L. L. Tullis was elected as Director at Crane Co.
- Action
- elected
- Role
- Director
Exact text from the filing
each of James L. L. Tullis, Martin R. Benante, Ronald C. Lindsay, Ellen McClain, Charles G. McClure, Jr., Max H. Mitchell, Jennifer M. Pollino and John S. Stroup was elected to serve as a director on the Company Board
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Richard A. Maue resigned as Director at Crane Co.
- Action
- resigned
- Role
- Director
Exact text from the filing
each of Richard A. Maue and Anthony M. D’Iorio resigned from his position as a director on the Company Board.
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Max H. Mitchell was elected as Director at Crane Co.
- Action
- elected
- Role
- Director
Exact text from the filing
each of James L. L. Tullis, Martin R. Benante, Ronald C. Lindsay, Ellen McClain, Charles G. McClure, Jr., Max H. Mitchell, Jennifer M. Pollino and John S. Stroup was elected to serve as a director on the Company Board
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Ellen McClain was elected as Director at Crane Co.
- Action
- elected
- Role
- Director
Exact text from the filing
each of James L. L. Tullis, Martin R. Benante, Ronald C. Lindsay, Ellen McClain, Charles G. McClure, Jr., Max H. Mitchell, Jennifer M. Pollino and John S. Stroup was elected to serve as a director on the Company Board
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Sanjay Kapoor was appointed as Director at Crane Co.
- Action
- appointed
- Role
- Director
Exact text from the filing
Effective as of the consummation of the Spin-Off on April 3, 2023, Sanjay Kapoor was appointed to serve as an additional director on the Company Board
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
James L. L. Tullis was appointed as Chairman of the Board at Crane Co.
- Action
- appointed
- Role
- Chairman of the Board
Exact text from the filing
James L. L. Tullis was appointed to serve as the chairman of the Company Board
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Martin R. Benante was elected as Director at Crane Co.
- Action
- elected
- Role
- Director
Exact text from the filing
each of James L. L. Tullis, Martin R. Benante, Ronald C. Lindsay, Ellen McClain, Charles G. McClure, Jr., Max H. Mitchell, Jennifer M. Pollino and John S. Stroup was elected to serve as a director on the Company Board
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Ronald C. Lindsay was elected as Director at Crane Co.
- Action
- elected
- Role
- Director
Exact text from the filing
each of James L. L. Tullis, Martin R. Benante, Ronald C. Lindsay, Ellen McClain, Charles G. McClure, Jr., Max H. Mitchell, Jennifer M. Pollino and John S. Stroup was elected to serve as a director on the Company Board
View on SEC.gov
Executive change
SEC 8-K Item 5.02
confidence 0.95
Charles G. McClure, Jr. was elected as Director at Crane Co.
- Action
- elected
- Role
- Director
Exact text from the filing
each of James L. L. Tullis, Martin R. Benante, Ronald C. Lindsay, Ellen McClain, Charles G. McClure, Jr., Max H. Mitchell, Jennifer M. Pollino and John S. Stroup was elected to serve as a director on the Company Board
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Crane Co: Board adopted a Code of Business Conduct and Ethics in connection with the Spin-Off.
- Change
- code of ethics
Exact text from the filing
In connection with the Spin-Off, the Company Board adopted a Code of Business Conduct and Ethics.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Crane Co: By-laws amended and restated (effective 2023-03-28).
- Change
- bylaw amendment
- Effective
- 2023-03-28
Exact text from the filing
the by-laws of the Company were amended and restated (the "Amended and Restated By-Laws")
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Crane Co: Certificate of incorporation amended and restated (effective 2023-03-28).
- Change
- charter amendment
- Effective
- 2023-03-28
Exact text from the filing
Effective as of March 28, 2023, the certificate of incorporation of the Company was amended and restated (the "Amended and Restated Certificate of Incorporation")
View on SEC.gov
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