Traeger Inc
For the period ended Dec 31, 2023. Filed Mar 8, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Mar 8, 2024
COOK$65.35-9.6%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
(a)(1) Financial Statements.
The following documents are included on pages F-1 through F-34 attached hereto and are filed as part of this Annual Report on Form 10-K.
Index To Consolidated Financial Statements
| Page | |
| Report of Ernst & Young, LLP, Independent Registered Public Accounting Firm (PCAOB ID: 42) | F-2 |
|---|---|
| Consolidated Balance Sheets | F-3 |
| Consolidated Statements of Operations and Comprehensive Loss | F-4 |
| Consolidated Statements of Changes in Member's and Stockholders' Equity | F-5 |
| Consolidated Statements of Cash Flows | F-6 |
| Notes to Consolidated Financial Statements | F-10 |
(a)(2) Financial Statement Schedules.
Financial statement schedules have been omitted because they are not required, not applicable, not present in amounts sufficient to require submission of the schedule, or the required information is shown in the Consolidated Financial Statements or Notes thereto.
(a)(3) Exhibits.
The following is a list of exhibits filed as part of this Annual Report on Form 10-K.
| Incorporated by Reference | ||||
|---|---|---|---|---|
| Exhibit No. · Exhibit Description · Form · Date · Number · Filed/FurnishedHerewith | ||||
| 3.1 | Amended and Restated Certificate of Incorporation of Traeger, Inc. | 8-K | 08/03/21 | 3.1 |
| 3.2 | Amended and Restated Bylaws of Traeger, Inc. | 8-K | 08/30/23 | 3.1 |
| 4.1 | Form of Certificate of Common Stock | S-1/A | 07/21/21 | 4.1 |
| 4.2 | Stockholders Agreement | 8-K | 08/03/21 | 10.2 |
| 4.3 | Management Stockholders Agreement | 8-K | 08/03/21 | 10.3 |
| 4.4 | Registration Rights Agreement | 8-K | 08/03/21 | 10.1 |
| 4.5 | Description of Securities | 10-K | 03/28/22 | 4.5 |
| 10.1† | Form of Indemnification Agreement between Traeger, Inc. and its directors and officers | S-1 | 07/06/21 | 10.1 |
| 10.2† | Traeger, Inc. 2021 Incentive Award Plan | 10-K | 03/28/22 | 10.2 |
| 10.3† | Form of Performance-Vesting Restricted Stock Unit Award Agreement (Andrus IPO Award) under 2021 Incentive Award Plan | S-1/A | 07/21/21 | 10.9 |
| 10.4† | Form of Restricted Stock Unit Award Agreement (Andrus IPO Award) under 2021 Incentive Award Plan | S-1/A | 07/21/21 | 10.10 |
| 10.5† | Form of Performance-Vesting Restricted Stock Unit Award Agreement (IPO Awards) under 2021 Incentive Award Plan | S-1/A | 07/21/21 | 10.11 |
| 10.6† | Form of Restricted Stock Unit Award Agreement under 2021 Incentive Award Plan | S-1/A | 07/21/21 | 10.12 |
| 10.7† | Traeger, Inc. Deferred Compensation Plan | S-1/A | 07/21/21 | 10.13 |
| 10.8† | Form of Restricted Stock Unit Award Agreement (Deferred RSUs) under 2021 Incentive Award Plan | S-1/A | 07/21/21 | 10.14 |
| 10.9† | Form of Option Award Agreement under 2021 Incentive Award Plan | S-1/A | 07/21/21 | 10.15 |
| 10.10† | Traeger, Inc. Non-Employee Director Compensation Program | S-1/A | 07/21/21 | 10.3 |
| 10.11† | Traeger, Inc. Executive Change in Control Severance Plan | 8-K | 04/26/22 | 10.1 |
| 10.12† | Amended and Restated Employment Agreement, by and between Jeremy Andrus and Traeger Pellet Grills LLC, dated September 25, 2017 | S-1 | 07/06/21 | 10.4 |
| 10.13† | Letter Agreement, by and between Jeremy Andrus and Traeger, Inc., dated August 2, 2021 | 10-Q | 09/10/21 | 10.11 |
| 10.14 | Letter Agreement, between Jeremy Andrus and Traeger, Inc., dated August 31, 2022 | 8-K | 08/31/22 | 10.1 |
| 10.15† | Offer of Employment Letter, by and between Dominic Blosil and Traeger Pellet Grills LLC, dated January 28, 2014. | S-1 | 07/06/21 | 10.5 |
| 10.16† | Offer of Employment Letter, by and between Jim Hardy and Traeger Pellet Grills LLC, dated February 25, 2021. | 10-K | 03/28/22 | 10.14 |
| 10.17† | Performance-Based Restricted Stock Agreement by and between Traeger, Inc. and Jeremy Andrus, dated April 13, 2023. | 10-Q | 05/10/23 | 10.1 |
| 10.18† | Jim Hardy Letter Agreement, dated December 4, 2023. | 8-K/A | 12/07/23 | 10.1 |
| 10.19 | First Lien Credit Agreement by and among TGP Holdings III LLC, Traeger Pellet Grills Holdings LLC, TGPX Holdings II LLC, Credit Suisse AG, as administrative agent, and the lenders party thereto, dated June 29, 2021. | S-1 | 07/06/21 | 10.14 |
| 10.20 | Amendment to First Lien Credit Agreement by and among TGP Holdings III LLC, Traeger Pellet Grills Holdings LLC, TGPX Holdings II LLC, Credit Suisse AG, as administrative agent, and the lenders party thereto, dated August 18, 2021. | 10-Q | 09/10/21 | 10.10 |
| 10.21 | Amendment No. 2 to First Lien Credit Agreement by and among TGP Holdings III LLC, Traeger Pellet Grills Holdings LLC, TGPX Holdings II LLC, Credit Suisse AG, as administrative agent, and the lenders party thereto, dated August 9, 2022. | 10-Q | 08/15/22 | 10.3 |
| 10.22 | Amendment No. 3 to First Lien Credit Agreement by and among TGP Holdings III LLC, Traeger Pellet Grills Holdings LLC, TGPX Holdings II LLC, Credit Suisse AG, as administrative agent, and the lenders party thereto, dated June 2, 2023. | 10-Q | 08/07/23 | 10.3 |
| 10.23 | Receivables Financing Agreement, by and among Traeger SPE LLC, MUFG Bank, Ltd., Traeger Pellet Grills LLC and the lenders party thereto, dated November 2, 2020. | S-1 | 07/06/21 | 10.16 |
| 10.24 | Amendment No. 1 to the Receivables Financing Agreement, by and among Traeger SPE LLC, MUFG Bank, Ltd., Traeger Pellet Grills LLC and the lenders party thereto, dated June 29, 2021. | S-1 | 07/06/21 | 10.17 |
| 10.25 | Amendment No. 2 to the Receivables Financing Agreement, by and among Traeger SPE LLC, MUFG Bank, Ltd., Traeger Pellet Grills LLC and the lenders party thereto, dated February 18, 2022. | 10-K | 03/28/22 | 10.19 |
| 10.26 | Amendment No. 3 to the Receivables Financing Agreement, by and among Traeger SPE LLC, MUFG Bank, Ltd., Traeger Pellet Grills LLC and the lenders party thereto, dated July 20, 2022. | 10-Q | 08/15/22 | 10.2 |
| 10.27 | Amendment No. 4 to the Receivables Financing Agreement, by and among Traeger SPE LLC, MUFG Bank, Ltd., Traeger Pellet Grills LLC and the lenders party thereto, dated August 19, 2022. | 10-Q | 11/14/22 | 10.3 |
| 10.28 | Amendment No. 5 to the Receivables Financing Agreement, by and among Traeger SPE LLC, MUFG Bank, Ltd., Traeger Pellet Grills LLC and the lenders party thereto, dated September 21, 2022. | 10-Q | 11/14/22 | 10.5 |
| 10.29 | Amendment No. 6 to the Receivables Financing Agreement, by and among Traeger SPE LLC, MUFG Bank, Ltd., Traeger Pellet Grills LLC and the lenders party thereto, dated September 30, 2022. | 10-Q | 11/14/22 | 10.6 |
| 10.30 | Waiver and Amendment No. 7 to the Receivables Financing Agreement, by and among Traeger SPE LLC, MUFG Bank, Ltd., Traeger Pellet Grills LLC and the lenders party thereto, dated November 8, 2022. | 10-Q | 11/14/22 | 10.7 |
| 10.31 | Amendment No. 8 to the Receivables Financing Agreement, by and among Traeger SPE LLC, MUFG Bank, Ltd., Traeger Pellet Grills LLC and the lenders party thereto, dated June 23, 2023. | 10-Q | 08/08/23 | 10.2 |
| 10.32 | Amendment No. 9 to the Receivables Financing Agreement, by and among Traeger SPE LLC, MUFG Bank, Ltd., Traeger Pellet Grills LLC and the lenders party thereto, dated November 8, 2023. | 10-Q | 11/09/23 | 10.3 |
| 10.33 | Purchase and Contribution Agreement, by and among Traeger SPE LLC, MUFG Bank, Ltd., Traeger Pellet Grills LLC and the lenders party thereto, dated November 2, 2020. | S-1 | 07/06/21 | 10.18 |
| 10.34 | Current Office Lease dated January 23, 2015, as amended April 1, 2015, February 8, 2016, November 22, 2016, December 4, 2017, and August 28, 2018. | S-1 | 07/06/21 | 10.19 |
| 10.35 | Sublease, dated as of October 29, 2021, by and between Traeger Pellet Grills LLC and Verkada, Inc. | 8-K | 01/19/21 | 10.1 |
| 10.36 | Amendment No. 8 to the Receivables Financing Agreement, by and among Traeger SPE LLC, MUFG Bank, Ltd., Traeger Pellet Grills LLC and the lenders party thereto, dated June 23, 2023. | 10-Q | 08/08/23 | 10.2 | |
| 10.37 | Amendment No. 9 to the Receivables Financing Agreement, by and among Traeger SPE LLC, MUFG Bank, Ltd., Traeger Pellet Grills LLC and the lenders party thereto, dated November 8, 2023. | 10-Q | 11/09/23 | 10.3 | |
| 10.38^ | Planned Office Lease, dated November 4, 2020, as amended February 8, 2021. | 10-K | 03/28/22 | 10.23 | |
| 10.39^ | Second Amendment to Planned Office Lease, dated September 1, 2021. | 10-K | 03/28/22 | 10.24 | |
| 21.1 | List of Subsidiaries | 10-K | 03/28/22 | 21.1 | |
| 23.1 | Consent of Ernst & Young LLP, Independent Registered Public Accounting Firm | * | |||
| 31.1 | Certificate of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) | * | |||
| 31.2 | Certificate of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) | * | |||
| 32.1 | Certificate of Chief Executive Officer pursuant to 18 U.S.C. Section 1350 | ** | |||
| 32.2 | Certificate of Chief Financial Officer pursuant to 18 U.S.C. Section 1350 | ** | |||
| 97 | Traeger, Inc. Policy for Recovery of Erroneously Awarded Compensation | * | |||
| 101.INS | Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | * | |||
| 101.SCH | Inline XBRL Taxonomy Extension Schema Document | * | |||
| 101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document | * | |||
| 101.DEF | Inline XBRL Taxonomy Extension Definition Linkbase Document | * | |||
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | * | |||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | * | |||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | * | |||
- Filed herewith.
** Furnished herewith.
† Indicates management contract or compensatory plan.
^ Certain portions of this exhibit have been redacted pursuant to Regulation S-K, Item 601(b)(10)(iv).
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.