OTHER INFORMATION
−Removed: (a) On December 6, 2023, the Company entered into a letter agreement with CNH Industrial Capital America LLC (the “Letter Agreement”) to increase the credit limits under the terms of the Company’s Amended and Restated Wholesale Floor Plan Credit Facility and Security Agreement dated November 13, 2007, between CNH Industrial Capital America LLC and the Company, as amended, and the Inventory Finance Agreement dated December 17, 2018, between CNH Industrial Capital Australia PTY Limited and J.J.
−Removed: O’Connor & Sons Pty Ltd.
−Removed: The Letter Agreement increases (i) the Company’s total U.S.
−Removed: wholesale floor plan credit limit to USD $590.0 million;
−Removed: and (ii) the Company’s total Australian floor plan credit limit to USD $140.0 million.
−Removed: The foregoing description of the Letter Agreement is qualified in its entirety by reference to the complete text of the Letter Agreement, a copy of which is filed as Exhibit 10.4 hereto and is incorporated herein by reference
−Removed: (c) During the fiscal quarter ended October 31, 2023, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
+Added: (c) During the fiscal quarter ended April 30, 2024, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
Exhibits - See “Exhibit Index” on page immediately prior to signatures.
1 unchanged sentence
TITAN MACHINERY INC.
−Removed: Amendment dated October 17, 2023, to the Amended and Restated Employment Agreement, between David Meyer and the Company.
−Removed: Executive Employment Agreement, dated October 17, 2023, by and between Bryan J.
−Removed: Knutson and the Company.
−Removed: Inventory Finance Agreement, dated December 17, 2018, between CNH Industrial Capital Australia Pty Limited and J.J.
−Removed: O'Connor & Sons Pty Ltd.
−Removed: Letter Agreement regarding Wholesale Floor Plan Credit Facilities, dated December 6, 2023, between CNH Industrial Capital America LLC and the Company.
+Added: Fourth Amended and Restated Credit Agreement, dated as of May 17, 2024, by and among Titan Machinery, Inc., Heartland Agriculture, LLC, Heartland AG Kansas, LLC and certain entities joined thereto as a U.S.
+Added: Borrower, each as a U.S.
+Added: Borrower, J.J.
+Added: O’Connor & Sons Pty Ltd and certain entities joined thereto as an Australian Borrower, each as an Australian Borrower, the financial institutions party thereto, as lenders, Bank of America, N.A., as Administrative Agent, Bank of America, N.A.
+Added: and Wells Fargo Bank, National Association, as Joint Lead Arrangers, and Bank of America, N.A.
+Added: and PNC Bank, National Association, as Co-Documentation Agent (incorporated herein by reference to Exhibit 10.1 of the registrant's Current Report on Form 8-K filed with the Commission on May 23, 2024).
+Added: Form of Titan Machinery Inc.
+Added: Restricted Stock Agreement (for non-employee directors) under the Second Amended and Restated Titan Machinery Inc.
+Added: 2014 Equity Incentive Plan.
+Added: Form of Titan Machinery Inc.
+Added: Restricted Stock Agreement under the Second Amended and Restated Titan Machinery Inc.
+Added: 2014 Equity Incentive Plan.
+Added: Form of Titan Machinery Inc.
+Added: Restricted Stock Unit Agreement under the Second Amended and Restated Titan Machinery Inc.
+Added: 2014 Equity Incentive Plan, used for purposes of granting awards to International employees.
Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
2 unchanged sentences
Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
−Removed: 101 Financial statements from the Quarterly Report on Form 10-Q of the Company for the quarter ended October 31, 2023, formatted in XBRL:
+Added: 101 Financial statements from the Quarterly Report on Form 10-Q of the Company for the quarter ended April 30, 2024, formatted in XBRL:
(i) the Condensed Consolidated Balance Sheets, (ii) the Condensed Consolidated Statements of Operations, (iii) the Condensed Consolidated Statements of Comprehensive Income, (iv) the Condensed Consolidated Statements of Stockholders’ Equity, (v) the Condensed Consolidated Statements of Cash Flows, and (vi) the Notes to the Condensed Consolidated Financial Statements.
6 unchanged sentences
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
−Removed: December 7, 2023
TITAN MACHINERY INC.
4 unchanged sentences
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.