Shake Shack Inc. — Capital/Financing Update 2021

Mar 5, 2021

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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

March 5, 2021

Date of Report (Date of earliest event reported)

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SHAKE SHACK INC.

(Exact name of registrant as specified in its charter)

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Delaware	001-36823	47-1941186
(State
or other jurisdiction of incorporation
or organization)	(Commission File
Number)	(IRS
Employer Identification
No.)

| 225
Varick Street Suite 301 New
York , New York | 10014 |
| --- | --- |
| (Address
of principal executive offices) | (Zip
Code) |

( 646 ) 747-7200

(Registrant's telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report)

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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

| Title
of each class | Trading
symbol(s) | Name
of each exchange on which registered |
| --- | --- | --- |
| Class A Common Stock, par value $0.001 | SHAK | 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ¨

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Item 1.01 Entry into a Material Definitive Agreement

On March 5, 2021, SSE Holdings, LLC (the “Borrower”), a subsidiary of Shake Shack, Inc. (the “Company”), and certain of the Borrower’s subsidiaries as guarantors, entered into an amendment (the “Third Amendment”) to its revolving credit facility (the “Revolving Credit Facility”), dated as of August 2, 2019 (as amended from time to time, the “Credit Agreement”), with JPMorgan Chase Bank, N.A. (as successor agent to Wells Fargo Bank, National Association), as administrative agent, and the lenders party thereto. In addition, on March 5, 2021, Wells Fargo Bank resigned as administrative agent under the Credit Agreement and assigned its commitments thereunder to JPMorgan Bank, N.A. The Third Amendment appoints JPMorgan Bank, N.A. as administrative agent under the Credit Agreement. In addition, the Third Amendment, among other things, extends the maturity date of the Revolving Credit Facility from September 2022 to March 2026. The Company has no outstanding indebtedness under the Revolving Credit Facility.

The foregoing summary of the Third Amendment is not intended to be complete and is qualified in its entirety by reference to the full text of the Third Amendment, which is expected to be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarterly period ending March 25, 2021.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

| Exhibit Number | Exhibit
Description |
| --- | --- |
| 104 | Cover
Page Interactive Data File |

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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.

(Registrant)
By:	/s/
Ron Palmese
	Ron
Palmese
Date:
March 5, 2021	Senior
Vice President and General Counsel

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