3M COMPANY Item 1.01. Entry into a Material Definitive Agreement
On
Under the Credit Agreement, 3M pays a commitment fee of 0.025% per annum on the unused commitments. Advances denominated inU.S. Dollars carry, at 3M's option, either the "base rate" of interest in effect plus the applicable margin, or (i) with respect to advances denominated inU.S. dollars, the "adjusted term SOFR rate" (which is the sum of the "term SOFR rate" plus 0.10%), and (ii) with respect to advances denominated in Euros, the "EURIBO rate" plus, in each of the foregoing clauses (i) and (ii), the applicable margin. The "base rate" of interest is the highest of (i) the Prime Rate as published in theWall Street Journal , (ii) the Federal funds rate (but not less than 0%) plus 0.50%, or (iii) the "adjusted term SOFR rate" for one month (but not less than 0%) plus 1.00%. The applicable margin for advances bearing interest by reference to "adjusted term SOFR rate" or "EURIBO rate" is 0.75% per annum. The applicable margin for "base rate" advances is 0.00% per annum. The Credit Agreement contains a provision under which 3M may, upon notice and payment of a fee equal to 0.50% of the principal amount of advances then outstanding, convert any advances outstanding on the maturity date into a term loan having a maturity one year later. The Credit Agreement contains customary representations, warranties and covenants, including but not limited to covenants restricting 3M's ability to incur certain liens or to merge or consolidate with another entity where 3M is not the surviving entity. Further, it contains a covenant requiring 3M to maintain an EBITDA to Interest Ratio as of the end of each quarter at not less than 3.0 to 1. This is calculated as the ratio of consolidated EBITDA for the four consecutive quarters then ended to interest payable on all funded debt for the same period. The full terms and conditions of the credit facility are set forth in the Credit Agreement. A copy of the Credit Agreement is filed as Exhibit 10.1 hereto and is incorporated by reference herein. Some of the lenders named under the Credit Agreement and their affiliates have various relationships with 3M and its subsidiaries involving the provision of financial services, including cash management, investment banking, foreign exchange and trust services.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant
The information described above under "Item 1.01. Entry into a Material Definitive Agreement" with respect to the Credit Agreement is hereby incorporated by reference.
Item 8.01. Other Events3M Company entered into Amendment No. 1, effective as ofNovember 10, 2022 , withJPMorgan Chase Bank, N.A ., as administrative agent for the Banks as defined in the Amended and Restated Five-Year Credit Agreement, dated as ofNovember 15, 2019 (the "Five-Year Credit Agreement"), to incorporate a successor rate to the LIBO Base Rate. The successor rate includes the "adjusted term SOFR rate" for advances denominated inU.S. dollars and the "EURIBO rate" for advances denominated in Euros.
A copy of Amendment No. 1 to the Five-Year Credit Agreement is filed as Exhibit 10.2 hereto and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits:
Exhibit Number Description of Exhibits
10.1 364-Day Credit Agreement dated as of November 10, 2022
10.2 Amendment No. 1 (effective as of November 10, 2022 ) to the Amended and
Restated Five-Year Credit Agreement dated as of November 15, 2019
104 Cover Page Interactive Data File (the coverpage XBRL tags are embedded in
the Inline XBRL document).
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