OTHER INFORMATION
+Added: On July 29, 2021, PGIM, Inc.
+Added: (“Prudential”) provided the Company notice pursuant to Section 1.2 of the Note Purchase and Private Shelf Agreement dated as of August 23, 2017 (as amended by the First Amendment to Note Purchase and Private Shelf Agreement dated as of February 14, 2020, the Second Amendment to Note Purchase and Private Shelf Agreement dated as of September 30, 2020, the Third Amendment to Note Purchase and Private Shelf Agreement dated as of January 25, 2021, and the Fourth Amendment to Note Purchase and Private Shelf Agreement dated as of May 14, 2021, the “Note Agreement”) that Prudential has authorized an increase in the amount of the senior promissory notes that may be issued under the uncommitted shelf facility under the Note Agreement from $105,000 to $140,000, effective as of July 29, 2021.
Exhibit Number Description of Exhibit
−Removed: 2.1 Agreement and Plan of Merger, dated as of January 22, 2021, by and among MGP Ingredients, Inc., London HoldCo, Inc., Luxco Group Holdings, Inc., LRD Holdings LLC, LDL Holdings DE, LLC, KY Limestone Holdings LLC, upon signing a joinder agreement, the shareholders of London HoldCo, Inc., and Donn Lux, as Sellers’ Representative (Incorporated by reference to Exhibit 2.1 of the Company’s Current Report on Form 8-K filed January 25, 2021 (File number 000-17196))
−Removed: 2.2 Joinder to the Agreement and Plan of Merger dated as of January 22, 2021 by and among MGP Ingredients, Inc., London HoldCo, Inc., Luxco Group Holdings, Inc., LRD Holdings LLC, LDL Holdings DE, LLC, KY Limestone Holdings LLC, Donn Lux, as Sellers’ Representative, and the shareholders of London Holdco, Inc.
−Removed: (Incorporated by reference to Exhibit 2.2 of the Company’s Current Report on Form 8-K filed January 25, 2021 (File number 000-17196))
−Removed: 4.1 Amendment No.
−Removed: 1 to Credit Agreement between MGP Ingredients, Inc.
−Removed: and Wells Fargo Bank, National Association, dated January 25, 2021 (Incorporated by reference to Exhibit 4.3 of the Company’s Annual Report on Form 10-K filed February 25, 2021 (File number 000-17196))
−Removed: 4.2 Third Amendment to Note Purchase and Private Shelf Agreement between MGP Ingredients, Inc.
−Removed: and certain noteholders affiliated with PGIM, Inc., dated January 25, 2021 (Incorporated by reference to Exhibit 4.7 of the Company’s Annual Report on Form 10-K filed February 25, 2021 (File number 000-17196))
10.1 Shareholders Agreement, dated as of April 1, 2021, by and among MGP Ingredients, Inc.
6 unchanged sentences
and Donn Lux (Incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed April 1, 2021 (File number 000-17196))
−Removed: * **10.4 Form of Agreement as to Award of Restricted Stock Units Granted Under the 2014 Equity Incentive Plan
−Removed: **10.5 MGP Ingredients, Inc.
−Removed: Executive Severance Plan dated February 12, 2020 (Incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K filed February 18, 2020 (File number 000-17196))
+Added: * **10.4 Consulting Agreement dated as of April 15, 2021 between MGP Ingredients, Inc.
+Added: and David Rindom
+Added: * **10.5 Noncompetition and Nonsolicitation Agreement dated January 22, 2021 between Donn S.
+Added: Lux and MGP Ingredients, Inc.
+Added: 10.6 Amendment No.
+Added: 2 to Credit Agreement between MGP Ingredients, Inc.
+Added: and Wells Fargo Bank, National Association, dated May 14, 2021 (Incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed May 20, 2021 (File number 000-17196))
+Added: 10.7 Fourth Amendment to Note Purchase and Private Shelf Agreement between MGP Ingredients, Inc.
+Added: and certain noteholders affiliated with PGIM, Inc., dated May 14, 2021 (Incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K filed May 20, 2021 (File number 000-17196))
+Added: *10.8 Notice of Shelf Notes Upsize Authorization dated July 29, 2021 between PGIM, Inc.
+Added: and MGP Ingredients, Inc.
*31.1 CEO Certification pursuant to Rule 13a-14(a)
2 unchanged sentences
*32.2 CFO Certification furnished pursuant to Rule 13a-14(b) and 18 U.S.C.
−Removed: *101 The following financial information from MGP Ingredients, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021, formatted in iXBRL (Inline Extensible Business Reporting Language) includes:
−Removed: (i) Condensed Consolidated Balance Sheets as of March 31, 2021, and December 31, 2020, (ii) Condensed Consolidated Statements of Income for the three months ended March 31, 2021 and 2020, (iii) Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2021 and 2020, (iv) Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2021 and 2020, (v) Condensed Consolidated Statement of Changes in Stockholders’ Equity for the three months ended March 31, 2021 and 2020, and (vi) the Notes to Condensed Consolidated Financial Statements.
+Added: *101 The following financial information from MGP Ingredients, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2021, formatted in iXBRL (Inline Extensible Business Reporting Language) includes:
+Added: (i) Condensed Consolidated Balance Sheets as of June 30, 2021, and December 31, 2020, (ii) Condensed Consolidated Statements of Income for the three and six months ended June 30, 2021 and 2020, (iii) Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2021 and 2020, (iv) Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2021 and 2020, (v) Condensed Consolidated Statement of Changes in Stockholders’ Equity for the three and six months ended June 30, 2021 and 2020, and (vi) the Notes to Condensed Consolidated Financial Statements.
*104 Cover Page Interactive Data Filed - formatted in iXBRL (Inline Extensible Business Reporting Language ) and contained in Exhibit 101
3 unchanged sentences
MGP INGREDIENTS, INC.
−Removed: May 5, 2021 By /s/ David J.
+Added: August 4, 2021 By /s/ David J.
Colo, President and Chief Executive Officer
−Removed: May 5, 2021 By /s/ Brandon M.
+Added: August 4, 2021 By /s/ Brandon M.
Gall, Vice President, Finance and Chief Financial Officer
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.