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Griffon Corp 8-K Filings

GFF NYSE

Every 8-K that Griffon Corp (GFF) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow GFF and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full GFF filings page.

Rhea-AI Summary

Griffon Corporation (GFF) reports that it has completed a private Notes Offering of $800 million aggregate principal amount of 6.25% senior notes due October 1, 2034. The notes were sold to institutional investors under Rule 144A/Regulation S and generated approximately $792 million in net proceeds. The notes are senior unsecured obligations, guaranteed on a senior unsecured, joint and several basis by key domestic subsidiaries, and rank effectively junior to secured debt and structurally junior to obligations of non-guarantor subsidiaries.

In connection with the offering, Griffon entered into an Indenture that includes typical high-yield provisions: optional redemption with an Applicable Premium before October 1, 2029, an equity claw of up to 40% of the notes at 106.250%, step-down call prices from 103.125% beginning October 1, 2029 to par from October 1, 2031, and repurchase offers at 101% upon a Change of Control and 100% upon certain Asset Sales. The Indenture also contains covenants limiting additional debt, liens, asset sales, restricted payments and affiliate transactions, many of which fall away if the notes achieve investment grade ratings from both Moody’s and S&P.

Separately, Griffon executed a Third Amendment that replaces and refinances its existing revolving commitments with a new $500 million revolving credit facility maturing August 18, 2031, including a $125 million letter-of-credit sub-facility and a $200 million multicurrency sub-facility. Borrowings bear interest at Term SOFR or an Alternate Base Rate plus a margin tied to Griffon’s consolidated leverage ratio, initially 1.75% over Term SOFR. The amended facility allows incremental debt capacity up to the greater of $500 million and an amount based on a maximum consolidated senior secured leverage ratio of 3.50 to 1.00, eliminates a prior annual capex covenant, and includes financial maintenance tests: maximum consolidated leverage of 5.50 to 1.00, maximum consolidated senior secured leverage of 3.50 to 1.00, and minimum consolidated interest coverage of 2.00 to 1.00.

Rhea-AI Summary

Griffon Corporation entered into a Purchase Agreement to issue and sell $800 million aggregate principal amount of its 6.25% senior notes due 2034 to initial purchasers in a private offering. The notes will be issued under an Indenture with Computershare Trust Company, N.A. as trustee and will be guaranteed by certain subsidiaries.

Griffon states that it intends to use the net proceeds from these notes to redeem all outstanding 5.750% senior notes due 2028 and to pay related fees, applicable premiums and accrued and unpaid interest on those 2028 notes. A conditional redemption notice for the 2028 notes requires completion of a new financing transaction with gross proceeds of at least $800,000,000. The company also filed the full Purchase Agreement and a press release announcing the pricing of the notes as exhibits.

Rhea-AI Summary

Griffon Corporation is commencing a private placement offering of $800 million in aggregate principal amount of senior unsecured notes due 2034. The notes will be guaranteed by certain domestic subsidiaries. Griffon plans to use the proceeds, together with cash on hand and borrowings under its existing or a new revolving credit facility expected to close substantially concurrently, to redeem all of its outstanding 5.75% Senior Notes due 2028 and to pay related fees and expenses. The new notes are being offered only to qualified institutional buyers under Rule 144A and to non-U.S. persons under Regulation S, and will not be registered under U.S. securities laws.

Rhea-AI Summary

Griffon Corporation has recast its fiscal 2025, 2024 and 2023 financial information to present the AMES businesses in the U.S., Canada, Australia and U.K. as discontinued operations and to reflect a transition to one reportable segment focused on residential and commercial building products.

In 2026 Griffon completed two major AMES divestiture transactions. The Veritage Brands joint venture for AMES North America and Venanpri tool brands delivered $100,000 in cash, a $161,100 paid‑in‑kind note and a 43% equity interest carried at $118,600, but resulted in a $26,603 loss. The AMES Australasia joint venture generated AUD $258,000 (USD $180,910) in cash, an AUD $69,300 (USD $48,593) PIK note and a 49% equity stake valued at AUD $29,800 (USD $20,896), with an estimated gain of about $123,000 (approximately $112,000 net of tax).

Griffon ceased AMES U.K. operations as of March 31, 2026 and is liquidating remaining assets, recording charges of $25,913. Earlier, the Hunter Fan reporting unit recorded significant non‑cash impairments in fiscal 2025, but the company now emphasizes its core door and fan platforms under a unified segment structure.

Rhea-AI Summary

Griffon Corporation reported fiscal 2026 third‑quarter revenue of $481.4 million, a 7% increase from $449.7 million in the prior‑year quarter, driven by a 6% favorable price/mix and 1% higher volume. Income from continuing operations was $66.3 million, or $1.47 per diluted share, compared to a loss of $108.7 million.

Adjusted income from continuing operations was $68.0 million, or $1.51 per share, and adjusted EBITDA from continuing operations was $124.8 million, up 2% from $122.3 million. As of June 30, 2026, cash and equivalents were $110.4 million, total debt was $1.3 billion, net debt was $1.2 billion and leverage was 2.2x net debt to EBITDA.

Griffon advanced its transition to a pure‑play building products company, forming AMES Australasia and AMES North America joint ventures that provided $181 million and $100 million of cash, paid‑in‑kind notes and minority equity stakes. During the first nine months, $135 million was returned to shareholders, and for fiscal 2026 the company targets $1.8 billion of revenue and $458 million of adjusted EBITDA.

Rhea-AI Summary

Griffon Corporation completed the sale of its AMES Australasia business on July 31, 2026, forming a joint venture with an investment group led by AMES Australasia management and supported by Australian financial investors. Griffon received AUD $258 million (USD $181 million) in cash and an AUD 69.3 million (USD $48.6 million) paid-in-kind note from the joint venture’s ultimate parent, and retains a 49% indirect equity interest, while the investor group holds 51%.

The paid-in-kind note carries 10% annual interest, which is capitalized each year, is subordinated to the joint venture’s senior debt and matures on the later of six years from issuance or 12 months after any extension of the senior facility, but not later than 10 years. Griffon used proceeds from the transaction together with revolver borrowings to repay the remaining $285 million Term Loan B under its credit agreement. Unaudited pro forma financial statements reclassify AMES North America, Australasia and U.K. operations as discontinued operations and reflect Griffon’s ongoing equity‑method stakes in the Veritage and Australasia joint ventures.

Rhea-AI Summary

Griffon Corporation has closed a joint venture for its AMES U.S. and Canada businesses and agreed to form a separate joint venture for AMES Australasia. These moves shift AMES into partnership structures while bringing in cash, debt instruments and ongoing equity stakes.

For the AMES U.S./Canada JV, Griffon received $100 million in cash, $90.0 million of Tranche A second lien term loans, $71.1 million of Tranche B second lien term loans and a 42.78% equity interest in the buyer. The second lien loans bear 10.0% payment‑in‑kind interest and mature on December 9, 2029, with collateral focused on JV assets and specified real estate. For AMES Australasia, Griffon agreed to sell into a new JV for $185 million in cash, a $50 million subordinated note, and will hold a 49% indirect equity interest, with the remaining 51% led by local management.

Rhea-AI Summary

Griffon Corporation reported fiscal second-quarter 2026 results and reaffirmed its full-year outlook. Revenue from continuing operations was $421.9 million, down 1% from the prior-year quarter, as a 6% volume decline, mainly in residential markets, was mostly offset by 5% favorable price and mix.

Income from continuing operations was $46.9 million, or $1.03 per diluted share, versus $49.8 million, or $1.06, a year earlier. Adjusted income from continuing operations was $48.1 million, or $1.05 per share, essentially flat. Adjusted EBITDA from continuing operations was $97.8 million, down 4% from $101.7 million.

Discontinued AMES operations generated a quarterly loss, reducing total net income to $19.3 million. Griffon ended March 31, 2026 with $109.7 million in cash, $1.4 billion of total debt and a 2.4x net debt-to-EBITDA leverage ratio. The company returned $72 million to shareholders in the first half, including $32.9 million of share repurchases in the quarter, and continues strategic actions to form an AMES joint venture and exit certain international operations while expecting 2026 revenue of $1.8 billion and adjusted EBITDA of $458 million.

Rhea-AI Summary

Griffon Corporation reported the results of its 2026 Annual Meeting of Shareholders. Of 46,573,423 common shares outstanding and entitled to vote, 41,000,638 shares, or 88.0%, were represented in person or by proxy, so a quorum was present.

Shareholders elected eleven directors, including Henry A. Alpert and Ronald J. Kramer, to serve until the 2027 Annual Meeting. They also approved, on an advisory basis, the compensation of the named executive officers and ratified the appointment of Grant Thornton LLP as Griffon’s independent registered public accounting firm for fiscal 2026.

Rhea-AI Summary

Griffon Corporation filed a current report to share that it has released financial results for its fiscal first quarter ended December 31, 2025. The company announced these results in a press release dated February 5, 2026, which is included as Exhibit 99.1.

The press release is being furnished under the results-of-operations disclosure item and is not treated as filed for liability purposes under the Securities Exchange Act. Any future use of this information in other securities filings would require a specific reference.

Rhea-AI Summary

Griffon Corporation filed a current report to announce that it released its financial results for the fiscal year and fourth quarter ended September 30, 2025. The company disclosed that these results were communicated through a press release dated November 19, 2025, which is attached as Exhibit 99.1. The information in the exhibit is being furnished under rules for results of operations and financial condition and is not treated as filed for liability purposes under the securities laws.