Gildan Activewear Inc 6-K, filed Nov 25, 2024

Gildan Activewear Inc. (GIL)

6-K 2024-11-25 For: 2024-11-22

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Added on April 09, 2026

About this 6-K

Gildan Activewear Inc filed this 6-K on November 25, 2024.

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	GILDAN ACTIVEWEAR INC.

Date: November 25, 2024	By:	/s/ Michelle Taylor
		Name:	Michelle Taylor
		Title:	Vice-President, General Counsel and Corporate Secretary

Exhibit		Description of Exhibit

99.1		Trust Indenture, dated as of November 22, 2024, between Gildan Activewear Inc. and TSX Trust Company, as Trustee

99.2		First Supplemental Trust Indenture, dated as of November 22, 2024, between Gildan Activewear Inc. and TSX Trust Company, as Trustee

99.3		Second Supplemental Trust Indenture, dated as of November 22, 2024, between Gildan Activewear Inc. and TSX Trust Company, as Trustee

Article 1 INTERPRETATION		1

1.1	Definitions	1
1.2	Meaning of "outstanding" for Certain Purposes	14
1.3	Interpretation Not Affected by Headings	14
1.4	Extended Meanings	15
1.5	Day Not a Business Day	15
1.6	Currency	15
1.7	Statutes	15
1.8	Invalidity of Provisions	15
1.9	Governing Law	15
1.10	Language	16
1.11	Calculations	16
1.12	Certificates and Opinion	16
1.13	Benefits of Indenture	16
1.14	GAAP	16
1.15	Restricted Subsidiaries	17

Article 2 The Notes		18

2.1	Limit of Issue	18
2.2	Issuance in Series	18
2.3	Form of Notes	18
2.4	Notes to Rank Equally	19
2.5	Book Entry Only Notes	19
2.6	Signatures on Notes	20
2.7	Certification	21
2.8	Concerning Interest	21
2.9	Payments of Amounts Due on Maturity	23
2.10	Issue of Substitutional Notes	23
2.11	Option of Holder as to Place of Payment	24
2.12	Record of Payment	24
2.13	Surrender for Cancellation	24
2.14	Right to Receive Indenture	24

Article 3 REGISTRATION, TRANSFER, EXCHANGE AND OWNERSHIP OF Notes		24

3.1	Registers	24
3.2	Transfers of Notes	25
3.3	Restrictions on Transfer of Global Notes	25
3.4	Registration of Transfer or Exchange	26
3.5	Closing of Registers	26
3.6	Exchange of Notes	26
3.7	Ownership and Entitlement to Payment	27
3.8	Evidence of Ownership	27
3.9	No Notice of Trusts	27
3.10	Charges for Transfer and Exchange	28
3.11	Issuer and Trustee Not Liable in Respect of Depositary Participants	28

Article 4 ISSUE, CERTIFICATION AND DELIVERY OF Notes AND ADDITIONAL Notes		29

4.1	Issue, Certification and Delivery of Notes and Additional Notes	29
4.2	No Notes or Additional Notes to be Certified during Event of Default	29

Article 5 Redemption and Purchase of Notes		29

5.1	General	29
5.2	Partial Redemption of Notes	30
5.3	Notice of Redemption	30
5.4	Notes Due on Redemption Dates	31
5.5	Deposit of Redemption Amount	31
5.6	Failure to Surrender Notes Called for Redemption	31
5.7	Purchase of Notes	31
5.8	Cancellation of Notes	32

Article 6 Guarantees		32

6.1	Guarantee	32
6.2	Representation of the Issuer	32
6.3	Addition of Guarantors	33
6.4	Release of Guarantors; Adjustment to Form of Guarantee	33
6.5	Limitations on Certain Guarantors	33

Article 7 COVENANTS OF THE ISSUER		34

7.1	Covenants	34
7.2	Trustee's Remuneration and Expenses	35
7.3	Not to Accumulate Interest	36
7.4	Performance of Covenants by Trustee	36

Article 8 DEFAULT AND ENFORCEMENT or change of control		36

8.1	Events of Default	36
8.2	Notice of Event of Default	38
8.3	Acceleration	38
8.4	Waiver of Event of Default	39
8.5	Enforcement by the Trustee	39
8.6	Suits by Noteholders	40
8.7	Application of Money	41
8.8	Distribution of Proceeds	41
8.9	Remedies Cumulative	42
8.10	Judgment Against the Issuer	42
8.11	Immunity of Officers and Others	42
8.12	Offer to Purchase Notes upon Change of Control	42

Article 9 CANCELLATION, DISCHARGE AND DEFEASANCE		44

9.1	Cancellation	44
9.2	Non-Presentation of Notes	44
9.3	Paying Agent and Trustee to Repay Monies Held	45
9.4	Repayment of Unclaimed Money	45
9.5	Satisfaction and Discharge	45
9.6	Defeasance	46

Article 10 SUCCESSORS		47

10.1	Requirements for Successors	47

Article 11 MEETINGS OF NoteHOLDERS		49

11.1	Right to Convene Meetings	49
11.2	Notice of Meetings	49
11.3	Chair	49
11.4	Quorum	49
11.5	Power to Adjourn	49
11.6	Show of Hands	50
11.7	Poll	50
11.8	Voting	50
11.9	Regulations	50
11.10	Issuer and Trustee May Be Represented	51
11.11	Powers Exercisable by Noteholders	51
11.12	Meaning of Ordinary Resolution	52
11.13	Meaning of Extraordinary Resolution	53
11.14	Without Consent	53
11.15	Powers Cumulative	54
11.16	Minutes	54
11.17	Instruments in Writing	54
11.18	Binding Effect of Resolutions	54
11.19	Serial Meetings	55
11.20	Record Date for Requests, Demands, Etc.	55

Article 12 NOTICES		56

12.1	Notice to the Issuer	56
12.2	Notice to Noteholders	56
12.3	Notice to the Trustee	57
12.4	When Publication Not Required	57
12.5	Waiver of Notice	57

Article 13 CONCERNING THE TRUSTEE		57

13.1	Indenture Legislation	57
13.2	Corporate Trust Required Eligibility	57
13.3	Certain Duties and Responsibilities of Trustee	58
13.4	No Conflict of Interest	59
13.5	Conditions Precedent to Trustee's Obligation to Act	59
13.6	Replacement of Trustee	60
13.7	Trustee May Deal in Notes	61
13.8	No Person Dealing with Trustee Need Inquire	61
13.9	Investment of Money Held by Trustee	61
13.10	Trustee Not Required to Give Security	62
13.11	Trustee Not Required to Possess Notes	62
13.12	Certain Rights of Trustee	62
13.13	Merger, Consolidation or Succession to Business	63
13.14	Action by Trustee to Protect Interests	63
13.15	Protection of Trustee	63
13.16	Authority to Carry on Business	65
13.17	Trustee and Issuer Not Liable in Respect of Depository	65
13.18	Global Notes	65
13.19	Trustee Appointed Attorney	66

13.20	Acceptance of Trusts	66
13.21	Representation regarding Third Party Interests	66
13.22	Anti-Money Laundering	66
13.23	Experts, Advisers and Agents	66
13.24	Privacy Laws	67
13.25	Trust Provisions	67

Article 14 SUPPLEMENTAL INDENTURES		68

14.1	Form of Consent	68
14.2	Notice of Amendments	68
14.3	Supplemental Indentures	68
14.4	Effect of Supplemental Indentures	69

Article 15 EVIDENCE OF RIGHTS OF Noteholders		69

15.1	Evidence of Rights of Noteholders	69

Article 16 EXECUTION AND FORMAL DATE		70

16.1	Counterpart Execution	70
16.2	Formal Date	70

Schedule "A" Global Note Legend	1
Schedule "B" Closing Date Guarantors	1
Schedule "C" Form of Guarantee	1
Schedule "D" Approved Banks	1
Schedule "E" Form of Designation Notice of Additional Restricted Subsidiary	1

GILDAN ACTIVEWEAR Inc., as Issuer


By:	(s) Suzanne Adams
	Name:	Suzanne Adams
	Title:	Vice President, Treasury

	TSX TRUST COMPANY, as Trustee


	By:	(s) Sharo Moradi
		Name: Sharo Moradi
		Title: Authorized Signatory

	By:	(s) Karim Larbi Lyamani
		Name: Karim Larbi Lyamani
		Title: Authorized Signatory

TSX TRUST COMPANY, as Trustee

Per:
	Authorized Signatory

Per:
	Authorized Signatory

To:	TSX Trust Company [●]
From:	[name of additional Guarantor]
Dated:

	[NAME OF ADDITIONAL RESTRICTED SUBSIDIARY]

	By:
		Name:
		Title:

	By:
		Name:
		Title:

GILDAN ACTIVEWEAR Inc., as Issuer

By:	(s) Suzanne Adams
	Name:	Suzanne Adams
	Title:	Vice-President, Treasury

	GILDAN ACTIVEWEAR Inc.

	By:
		Name: Suzanne Adams
		Title: Vice-President, Treasury

Date of Registration	In Whose Name Registered	Signature of Trustee or Registrar
November 22, 2024	CDS & Co.

Initial Principal Amount: $500,000,000	CUSIP: 375916AA1

Authorization:

Date	Amount of Increase	Amount of Decrease	New Principal Amount	Authorization

Initial Principal Amount: $200,000,000	CUSIP: 375916AB9

Authorization: