Item 1.01. Entry into a Material Definitive Agreement.
On
The Amended Revolving Credit Agreement provides additional flexibility to the
Company and the Borrower by (i) adjusting certain financial definitions by
permitting the Company to add back into the calculation of Consolidated EBITDA
(as defined in the Amended Revolving Credit Agreement) non-cash expenses during
the relevant period in connection with non-service net periodic benefit costs in
an amount not to exceed
Under the terms of the Amended Revolving Credit Agreement, the Borrower paid to the Administrative Agent, for the benefit of each lender which timely entered into the Amendment, an amount equal to 0.05% of the amount of such lender's commitment under the Original Revolving Credit Agreement immediately prior to the effectiveness of the Amendment. The Amended Revolving Credit Agreement contains customary affirmative covenants, negative covenants, and events of default substantially comparable to the Original Credit Agreement. The obligations of the Company or its subsidiaries under the Amended Revolving Credit Agreement, and all other obligations under the Amended Revolving Credit Agreement, are guaranteed and secured in the same manner as the Original Revolving Credit Agreement. The representations, warranties and covenants contained in the Amended Revolving Credit Agreement were made only for purposes of that agreement and as of specific dates and were solely for the benefit of the parties to the Amended Revolving Credit Agreement. Information concerning the subject matter of the representations, warranties and covenants may change after the date of the Amended Revolving Credit Agreement.
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The foregoing description of the Amended Revolving Credit Agreement is not complete and is subject to, and qualified in its entirety by reference to, the full text of the Amendment, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
In the ordinary course of their respective businesses, the lenders and letter of credit issuers under the Amended Revolving Credit Agreement, or their affiliates, have performed, and may in the future perform, commercial banking, investment banking, trust, advisory or other financial services for the Company and its affiliates for which they have received, and will receive, customary fees and expenses.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information set forth under "Item 1.01 Entry into a Material Definitive Agreement" of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. Exhibit number Description 10.1 Amendment No. 3 dated as ofJune 24, 2020 to the Revolving Credit Agreement dated as ofSeptember 16, 2016 , as amended as ofOctober 26, 2016 , as amended and restated as ofNovember 14, 2017 and as amended and restated as ofNovember 21, 2018 , as amended onAugust 16, 2019 and as amended as ofApril 21, 2020 , amongAlcoa Corporation ,Alcoa Nederland Holding B.V ., the lenders and issuers from time to time party thereto, andJPMorgan Chase Bank, N.A ., as administrative agent for the lenders and issuers 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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