Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
As previously disclosed, Church & Dwight Co, Inc. (the "Company") is party to a
credit agreement dated March 29, 2018, as amended (the "Credit Agreement"), with
the initial lenders named therein, Bank of America, N.A., as lead administrative
agent and Wells Fargo Bank, National Association, as co-administrative agent.
The Credit Agreement provides for a $1.0 billion unsecured revolving credit
facility (the "Revolving Credit Facility"). Unless extended, the Credit
Agreement will terminate and all amounts outstanding under the Credit Agreement
will be due and payable on March 29, 2024. Additional information concerning the
Company's Credit Agreement and Revolving Credit Facility are included in the
Company's Annual Report on Form 10-K for the year ended December 31, 2019.
On March 20 and March 23, 2020, the Company provided notices to the
administrative agent under the Credit Agreement to draw down a total amount of
$825 million under the Revolving Credit Facility. As of March 23, 2020 a total
of $825 million was outstanding under the Revolving Credit Facility. Borrowings
under the Revolving Credit Facility are scheduled to mature on March 29, 2024,
and the Company may repay amounts borrowed any time without penalty. Based on
the Company's current corporate credit ratings, the currently applicable
interest rate margins are 1.0% for adjusted LIBOR rate borrowings and 0.0% for
Base Rate borrowings.
The Company initiated borrowings under the Revolving Credit Facility as a
precautionary measure in order to increase its cash position and preserve
financial flexibility in light of current uncertainty in the global markets
resulting from the COVID-19 outbreak. The draw-down proceeds from the Revolving
Credit Facility are currently being held on the Company's balance sheet and may
be used for general corporate purposes.
Item 8.01 Other Events.
On March 24, 2020, the Company issued a press release announcing measures it has
taken in response to the COVID-19 outbreak, including the initiation of
borrowings under the Revolving Credit Facility discussed in Item 2.03 of this
Current Report on Form 8-K. A copy of the press release is attached hereto as
Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference
into this Item 8.01.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. Description
99.1 Press Release issued by Church & Dwight Co., Inc. on March 24, 2020
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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