Item 1.01 Entry into a Material Definitive Agreement.
On
The Credit Agreement provides for (a) a revolving credit facility under which
the Company may borrow up to
The Credit Agreement contains financial covenants, representations and
warranties and events of default and has a five-year term. The Credit Agreement
is secured by substantially all of the assets of the Company and substantially
all of the assets of substantially all of its subsidiaries pursuant to the terms
of a Sixth Amended and Restated Security Agreement dated as of
All outstanding borrowings under the Credit Agreement are due upon expiration of
the Credit Agreement on
Borrowings bear interest, at the Company's option at a margin above Adjusted
LIBOR or the Base Rate, in each case based upon the Company's leverage ratio (as
defined in the Credit Agreement). For LIBOR based borrowings, interest rates
will range from 1.00% to 1.75% above Adjusted LIBOR. For Base Rate borrowings,
interest rates will range between 0.00% and 0.75% above the Base Rate. The Base
Rate is determined by the greater of (a) the prime commercial lending rate
announced by Bank of Montreal from time to time, (b) the federal funds effective
rate, plus ½ of 1.00%, (c) the daily one month LIBOR rate, plus 1.00%, or (d)
0.00%. The interest rate on the borrowings in effect on
Certain of the Lenders and other parties to the Credit Agreement or their affiliates have provided and in the future may provide, commercial banking, underwriting, lending, investment banking and financial advisory services in the ordinary course of business for the Company, its subsidiaries and certain of its affiliates, for which such Lenders, other parties and/or their affiliates may receive customary fees and commissions.
The foregoing description is only a summary of certain provisions of the Credit
Agreement, the Security Agreement, the Pledge Agreement and the Guaranty
Agreement, and are qualified in the entirety by the terms, as applicable, by
each of the foregoing agreements, a copy of each of which will be filed as an
exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended
A copy of the press release is filed herewith as Exhibit 99.1.
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Item 1.02 Termination of a Material Definitive Agreement.
As described above in Item 1.01, the Former Credit Agreement is amended and
restated in its entirety by the Credit Agreement. The information provided in
Item 1.01 of this Current Report on Form 8-K and Item 1.01 of the Company's
Current Report on Form 8-K filed with the
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information provided in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
Item. 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number Description 99.1 Press Release issued byEMCOR Group, Inc. onMarch 3, 2020 , announcing the execution of the Sixth Amended and Restated Credit Agreement (the "Credit Agreement") dated as ofMarch 2, 2020 with Bank of Montreal, as Agent, and certain other lenders listed on the signature pages thereof 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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