Item 1.01. Entry into a Material Definitive Agreement.
On December 10, 2021, Albemarle Corporation (the "Company") and Albemarle New
Holding GmbH ("ANH") entered into a second amendment and restatement agreement
(the "A&R Agreement") to that certain Syndicated Facility Agreement, dated as of
August 14, 2019, as previously amended and restated on December 15, 2020
(the "Existing Credit Facility"), among the Company, ANH, the several banks and
other financial institutions as may from time to time become parties thereto
(collectively, the "Lenders"), JPMorgan Chase Bank N.A., as Administrative
Agent, and JPMorgan Chase Bank, N.A. and BofA Securities, Inc., as joint lead
arrangers.
The primary purposes of the A&R Agreement were to (a) terminate the Tranche 2
Commitments (as defined in the Existing Credit Facility) under the Existing
Credit Facility, (b) establish a delayed draw term loan facility in an aggregate
principal amount of up to Seven Hundred Fifty Million Dollars ($750,000,000)
(the "New Term Facility"), (c) provide for the transition to a new interest rate
benchmark when the London inter-bank Offered Rate ("LIBOR") for deposits in U.S.
dollars ceases to be available, and (d) remove ANH as a borrower under the
Existing Credit Facility.
The New Term Facility permits up to four borrowings by the Company in an
aggregate amount equal to Seven Hundred Fifty Million Dollars ($750,000,000),
denominated in U.S. dollars, for general corporate purposes. The Lenders'
commitment to provide loans under the New Term Facility terminates on
December 9, 2022, with each such loan maturing 364 days after the funding of
such loan. The Company can request that the maturity date of loans under the New
Term Facility be extended for an additional period of up to four additional
years, but any such extension is subject to the approval of the Lenders.
At the option of the Company, the borrowings under the New Term Facility bear
interest at variable rates based on either the base rate or LIBOR for deposits
in U.S. dollars, in each case plus an applicable margin which ranges from 0.000%
to 0.375% for base rate borrowings or 0.875% to 1.375% for LIBOR borrowings,
depending on the Company's credit rating from Standard & Poor's Rating Services,
Moody's Investors Service, Inc., and Fitch Ratings, Inc. As of the closing of
the A&R Agreement, the applicable margin over LIBOR was 1.125%.
This description of the A&R Agreement is not complete and is qualified in its
entirety by reference to the entire A&R Agreement, a copy of which will be filed
with the Company's Annual Report on Form 10-K for the period ending December 31,
2021.
In addition, on December 10, 2021, the Company and Albemarle Europe Srl, as
borrowers, entered into an amendment (the "Amendment") to that certain Credit
Agreement, dated as of June 21, 2018, as amended, restated, supplemented, or
modified from time to time, among the Company, Albemarle Europe Srl, the several
banks and other financial institutions from time-to-time parties thereto, and
Bank of America, N.A., as Administrative Agent and Swing Line Lender. The
primary purposes of the Amendment were to (a) provide for the transition to a
new interest rate benchmark when LIBOR for U.S. dollar borrowings ceases to be
available, and (b) replace LIBOR for deposits in British Pounds Sterling,
Japanese Yen, and Euros with a new interest rate benchmark for each such
currency.
This description of the Amendment is not complete and is qualified in its
entirety by reference to the entire Amendment, a copy of which will be filed
with the Company's Annual Report on Form 10-K for the period ending December 31,
2021.
Item 2.03. Other Events.
The information set forth in Item 1.01 is hereby incorporated by reference into
this Item 2.03.
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses