ITEM 1.01- ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On May 7, 2020 (the "Closing Date"), Cincinnati Bell Inc. (the "Company"),
together with certain of its U.S. and Canadian subsidiaries, made amendments to
the Company's accounts receivables securitization program (the "Accounts
Receivables Securitization Program"). In connection therewith, the Company
entered into (i) the Second Amendment to the Receivables Purchase Agreement,
dated as of the Closing Date, by and among Cincinnati Bell Funding LLC, a
Delaware limited liability company and a wholly owned special purpose subsidiary
of the Company ("CB Funding") as Seller, the Company as Servicer, and PNC Bank,
National Association as Buyer (the "Second RPA Amendment") and (ii) the Third
Amendment to the Receivables Financing Agreement, dated as of the Closing Date
(the "Third RFA Amendment" and, together with the Second RPA Amendment, the
"Amendments"), by and among CB Funding and Cincinnati Bell Funding Canada Ltd.,
an Ontario corporation, as Borrowers, the Company and OnX Enterprise Solutions
Ltd., an Ontario corporation, as Servicers, the various Lenders, Letter of
Credit Participants and Group Agents from time to time party thereto, PNC Bank,
National Association, as Administrator and Letter of Credit Bank, and PNC
Capital Markets, as Structuring Agent. The Amendments amend the Accounts
Receivables Securitization Program to, among other things: (i) renew the
facility for an additional 364 days, to May 6, 2021, with the Facility
Termination Date (as defined in the Receivables Financing Agreement) extended to
May 4, 2023, (ii) to reduce the facility's maximum capacity from its current
$225,000,000 to $200,000,000, (iii) add additional provisions for a successor to
LIBOR in the event LIBOR is no longer applicable, and (iv) make technical
changes to account for the continued integration of the Company's Hawaiian
Telcom and OnX acquisitions into the facility.
The foregoing descriptions of each of the Second RPA Amendment, and the Third
RFA Amendment do not purport to be complete and are qualified in their entirety
by reference to the full text of each, copies of which are filed as Exhibit 99.1
and Exhibit 99.2, respectively, and are incorporated herein by reference.
ITEM 2.03- CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT
The disclosure set forth under Item 1.01 above is incorporated herein by
reference.
ITEM 9.01- FINANCIAL STATEMENTS AND EXHIBITS
Exhibit No. Description
99.1 Second Amendment to the Receivables Purchase Agreement, dated as
of May 7, 2020, by and among Cincinnati Bell Funding LLC as
Seller, Cincinnati Bell Inc. as Servicer, and PNC Bank, National
Association, as Buyer.
99.2 Third Amendment to the Receivables Financing Agreement, dated as
of May 7, 2020, by and among Cincinnati Bell Funding LLC and
Cincinnati Bell Funding Canada Ltd., as Borrowers, Cincinnati
Bell Inc. and OnX Enterprise Solutions Ltd., as Servicers, the
Lenders, Letter of Credit Participants and Group Agents from
time to time party thereto, PNC Bank, National Association, as
Administrator and Letter of Credit Bank, and PNC Capital
Markets, as Structuring Agent.
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses