UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): February 1, 2024
THE CONTAINER STORE GROUP, INC.
(Exact name of registrant as specified in its charter)
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Delaware | | 001-36161 | | 26-0565401 |
(State or other jurisdiction of | | (Commission | | (I.R.S. Employer |
500 Freeport Parkway
Coppell, TX 75019
(Address of principal executive offices) (Zip Code)
(972) 538-6000
(Registrant’s telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock, par value $0.01 per share | TCS | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 Entry into a Material Definitive Agreement
On February 1, 2024, The Container Store, Inc. (the “Tenant”), a wholly-owned subsidiary of The Container Store Group, Inc. (the “Company”), entered into a Seventh Amendment to Lease (the “Seventh Amendment”) to the Office, Warehouse and Distribution Center Lease Agreement dated October 8, 2002, as amended (the “Lease”), between Duke Secured Financing 2009 - 1ALZ, LLC, a Delaware limited liability company (as successor-in-interest to Duke Realty Limited Partnership, an Indiana limited partnership, as successor-in-interest to Texas Dugan Limited Partnership, a Delaware limited partnership) as the landlord, and the Tenant. Tenant’s obligations under the Lease are guaranteed by the Company.
The Seventh Amendment amends the Lease to, among other things, (i) extend the term of the lease for 120 months, commencing on May 1, 2025, such that the expiration of the Lease Term, as defined in the Lease, is amended to be April 30, 2035, and (ii) increase the monthly rental installments to be as follows:
Period | Monthly Rental Installments |
05/01/2025 - 05/31/2025 | Monthly Rental Installment is abated for this period. |
06/01/2025 - 04/30/2026 | USD$619,593.75 |
05/01/2026 - 04/30/2027 | USD$644,377.50 |
05/01/2027 - 04/30/2028 | USD$670,152.60 |
05/01/2028 - 04/30/2029 | USD$696,958.70 |
05/01/2029 - 04/30/2030 | USD$724,837.05 |
05/01/2030 - 04/30/2031 | USD$753,830.53 |
05/01/2031 - 04/30/2032 | USD$783,983.75 |
05/01/2032 - 04/30/2033 | USD$815,343.10 |
05/01/2033 - 04/30/2034 | USD$847,956.82 |
05/01/2034 - 04/30/2035 | USD$881,875.09 |
The foregoing description of the Seventh Amendment is qualified in its entirety by reference to the full text of the Seventh Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 2.02. Results of Operations and Financial Condition.
On February 6, 2024, The Container Store Group, Inc. (the “Company”) announced financial results for the quarter ended December 30, 2023. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The information in Item 2.02 of this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly provided by specific reference in such a filing.
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Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information included in Item 1.01 of this Current Report on Form 8-K is incorporated into this Item 2.03 of this Current Report on Form 8-K by reference
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
The following exhibit relating to Item 2.02 shall be deemed to be furnished, and not filed:
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Exhibit | | Description |
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10.1 | | |
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99.1 | | Press Release issued by The Container Store Group, Inc. on February 6, 2024. |
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104 | | Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline Instance XBRL document. |
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SIGNATURES
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 hereunto duly authorized.
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| THE CONTAINER STORE GROUP, INC. | |
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Date: February 6, 2024 | By: | /s/ Jeffrey A. Miller |
| | Jeffrey A. Miller |
| | Chief Financial Officer |
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