8-K

Krispy Kreme, Inc. (DNUT)

8-K 2025-06-10 For: 2025-06-10
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Added on April 06, 2026

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

June 10, 2025

Date of Report (Date of earliest event reported)

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Krispy Kreme, Inc.

(Exact name of registrant as specified in its charter)

_________________________

Delaware 001-40573 37-1701311
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

2116 Hawkins Street, Charlotte, North Carolina 28203

(Address of principal executive offices)

(800) 457-4779

(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 (see General Instruction A.2. below):

☐    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-14(c) under the Exchange Act (17 CFR 240.13e-14(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol Name of each exchange on which registered
Common stock, $0.01 par value per share DNUT NASDAQ Global Select Market

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 June 10, 2025, Krispy Kreme Doughnut Corporation (“KKDC”), a North Carolina corporation and an indirect, wholly owned subsidiary of Krispy Kreme, Inc., a Delaware corporation (the “Company”), entered into a Unit Purchase Agreement (the “Purchase Agreement”) with (i) Verlinvest Cookies Holdings, Inc., a Delaware corporation (“Verlinvest”), and (ii) Mistral Sleepless Holdings 2, LLC, a Delaware limited liability company (“Mistral”). Pursuant to the terms of the Purchase Agreement, KKDC sold a portion of its common units of Insomnia Cookies Holdings, LLC, a Delaware limited liability company (“Insomnia”), to Verlinvest and Mistral, in a simultaneous sign and close transaction (the “Sale”).

In addition, concurrently with the Sale, Insomnia redeemed all remaining common units held by KKDC that were not sold pursuant to the Purchase Agreement pursuant to a Unit Redemption Agreement, effective as of June 10, 2025, by and between Insomnia and KKDC (the “Redemption Agreement” and such redemption together with the Sale, the “Transactions”). Following the consummation of the Transactions, KKDC no longer holds any common units or other equity interests in Insomnia.

KKDC received $75 million in aggregate cash proceeds in connection with the Transactions.

The foregoing summary of the Purchase Agreement and Redemption Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of such Agreements.

Item 7.01. Regulation FD Disclosure.

In connection with the Transactions, on June 10, 2025, the Company issued a press release announcing the Transactions. A copy of such press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information contained in this Item 7.01, 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 incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description
99.1 Press Release issued by Krispy Kreme, Inc., dated June 10, 2025
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

KRISPY KREME, INC.

Dated: June 10, 2025

By:    /s/ Jeremiah Ashukian

Name: Jeremiah Ashukian
Title: Executive Vice President and Chief Financial Officer

Document

Exhibit 99.1

Krispy Kreme Sells Remaining Ownership Stake in Insomnia Cookies

Net cash proceeds of approximately $75 million to be used for debt paydown

CHARLOTTE, N.C. (June 10, 2025) --(BUSINESS WIRE)-- Krispy Kreme, Inc. (NASDAQ: DNUT) (“Krispy Kreme” or the “Company”), today announced the sale of its remaining stake in Insomnia Cookies Holdings, LLC (“Insomnia Cookies”) to Insomnia Cookies and certain existing shareholders involved in the July 17, 2024 sale of the Company’s majority ownership stake.

Krispy Kreme received aggregate cash proceeds of $75 million from the transaction, which is expected to be used for debt pay down after transaction-related fees and expenses.

“We continue to take swift, decisive action to de-leverage our balance sheet and drive sustainable, profitable growth,” said Krispy Kreme CEO, Josh Charlesworth. “This is an important step as we focus on our two biggest opportunities: profitable U.S. expansion and capital-light international franchise growth. We wish Insomnia Cookies and their ownership group well as they work to realize the full potential of this unique brand.”

Investor Relations

IR@KrispyKreme.com

Financial Media

ICR for Krispy Kreme, Inc.

KrispyKreme@icrinc.com

About Krispy Kreme

Headquartered in Charlotte, N.C., Krispy Kreme is one of the most beloved and well-known sweet treat brands in the world. Our iconic Original Glazed® doughnut is universally recognized for its hot-off-the-line, melt-in-your-mouth experience. Krispy Kreme operates in more than 40 countries through its unique network of fresh doughnut shops, partnerships with leading retailers, and a rapidly growing digital business with more than 17,500 fresh points of access. Our purpose of touching and enhancing lives through the joy that is Krispy Kreme guides how we operate every day and is reflected in the love we have for our people, our communities, and the planet. Connect with Krispy Kreme Doughnuts at KrispyKreme.com and follow us on social: X, Instagram and Facebook.

Cautionary Note Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including with relation to use of proceeds and our business, prospects, future plans and strategies, and growth. Forward-looking statements can be identified by the use of forward-looking terminology, including terms such as “continue,” “will,” “expect,” or comparable terminology; however, statements may be forward-looking whether or not these terms are used. Forward-looking statements are not a representation by us that the future plans, estimates, or expectations contemplated by us will be achieved. Our actual results could differ materially from the forward-looking statements included in this press release. We consider the assumptions and estimates on which our forward-looking statements are based to be reasonable, but they are subject to various risks and uncertainties relating to our operations, financial results, financial conditions, business, prospects, future plans and strategies, projections, liquidity, the economy, and other future conditions. Therefore, you should not place undue reliance on any of these forward-looking statements. Important factors could cause our actual results to differ materially from those contained in forward-looking statements including, without limitation: food safety issues, including risks of food-borne illnesses, tampering, contamination, and cross-contamination; impacts from the Company’s 2024 cybersecurity incident or any other material failure, inadequacy, or interruption of our information technology systems, including breaches or failures of such systems or other cybersecurity or data security-related incidents; any harm to our reputation or brand image; changes in consumer preferences or demographic trends; changes in the cost of raw materials and other commodities, including due to import and export requirements (including tariffs), inflation, or foreign exchange rates; our ability to execute on our omni-channel business strategy; regulatory investigations, enforcement actions, or material litigation; and other risks and uncertainties described under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 29, 2024, filed by us with the Securities and Exchange Commission (the “SEC”) and in other filings we make from time to time with the SEC. These forward-looking statements are made only as of the date of this document, and we undertake no obligation to publicly update or revise any forward-looking statement whether as a result of new information, future events, or otherwise, except as may be required by law.