Item 1.01 Entry into a Material Definitive Agreement
On
The Credit Agreement provides for a revolving credit facility (the "Credit
Facility"), with a total revolving commitment of
The Credit Facility has a termination date of
Revolving loans under the Credit Facility bear interest, at the option of the Company, at either (i) a base rate per annum equal to (x) the greater of (I) the Federal Funds Rate plus 0.5% and (II) the prime rate announced by the agent, plus (y) 1.25%; or (ii) a rate per annum equal to (x) the applicable SOFR interest rate for a term selected by the Company, plus (y) a margin of 2.365% for loans bearing interest at a daily SOFR rate, (II) 2.365% for loans with a one-month tenor, and (III) 2.515% for loans with a three month tenor. Interest based upon the base rate and interest based upon a daily SOFR rate is payable on the last day of each calendar month. Interest based upon a term SOFR rate is payable upon the last date of the applicable term, but not less than quarterly. The interest rate is increased by 2% if an event of default exists and is continuing.
The total amount of revolving loans outstanding may not exceed the lesser of the
revolving commitment and a borrowing base, reduced by the amount of the secured
metal loans outstanding under a Master Loan Agreement for Precious Metals
between the Company and Canadian Imperial Bank of Commerce. The borrowing base
is determined on the basis of the amount of certain bank accounts pledged to the
lenders under the Credit Facility, certain pledged inventory, balances in
pledged broker accounts, net unrealized profit or deficit under precious metal
forward contracts, certain pledged receivables, certain loans originated by the
Company's
The Credit Agreement contains customary events of default, representations and
warranties and affirmative and negative covenants applicable to the Company and
its subsidiaries (other than excluded subsidiaries, as defined). The negative
covenants include, among other things, restrictions on debt; liens; capital
expenditures; distributions on and redemptions of capital stock; repurchase or
payment of subordinated debt; mergers and sales of assets other than inventory
in the ordinary course; transactions with affiliates; changes in business
activities; investments; cancellation of debt or other claims; and certain other
matters related to the Company's purchase of materials, storage of inventory,
ownership financing for customer purchases of precious metals, secured leases of
precious metals and loans of the Company's
The obligations of the Company under the Credit Agreement are secured by a lien
on substantially all of the assets of the Company (excluding
Item 1.02 Termination of a Material Definitive Agreement
On
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Item 9.01 Financial Statements and Exhibits
(d) Exhibits: Exhibit No. Description 10.1 Credit Agreement (the "Credit Agreement"), datedDecember 21, 2021 , among the Company, the other loan parties party thereto,CIBC Bank USA , as agent and joint lead arranger, Coöperatieve Rabobank U.A.,Axos Bank , Brown Brothers Harriman,California Bank & Trust andFirst Foundation Bank as joint lead arrangers, and the various financial institutions party thereto as lenders.
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