8-KMaterial AgreementsExhibits & Filings

Vertiv Holdings Co 8-K Report, Material Agreement (Jun 15, 2022)

Filed June 15, 2022For Securities:VRT

Summary

Vertiv Holdings Co. (VRT) filed an 8-K on June 15, 2022, to disclose an amendment to a previously agreed-upon Tax Receivable Agreement (TRA) Repurchase Agreement. The amendment modifies the payment schedule for the settlement of VRT's remaining obligations under its original Tax Receivable Agreement with VPE Holdings, LLC. This new structure replaces a prior agreement where VRT would pay $100 million in two installments. The key change is the restructuring of the $100 million settlement payment into three installments. The first payment of $12.5 million was due on June 15, 2022, the second of $12.5 million on September 15, 2022, and a larger final payment of $75 million is now due on November 30, 2022. Notably, the amendment includes a penalty of 10% on any missed installment payment, emphasizing the importance of adhering to the new schedule. This amendment was reviewed and approved by the Company's Audit Committee.

Key Highlights

  • 1Amendment to Tax Receivable Agreement (TRA) Repurchase Agreement executed on June 15, 2022.
  • 2The total settlement amount for the TRA remains $100 million, payable to VPE Holdings, LLC.
  • 3The payment schedule has been revised from two installments to three installments.
  • 4The first installment of $12.5 million was due on June 15, 2022.
  • 5A second installment of $12.5 million is due on September 15, 2022.
  • 6A final, larger installment of $75 million is now due on November 30, 2022.
  • 7A 10% penalty will be applied to any missed installment payment.

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