Item 1.01 Entry Into a Material Definitive Agreement.
Amendment to Credit Agreement
On
The Credit Agreement provides for up to
Loans under the Revolving Credit Facility will continue to bear interest at a floating rate of interest per annum based either on, at Company's option, (a) the London Interbank Offered Rate ("LIBOR") (except that if LIBOR is less than zero it shall be deemed to be zero for purposes of the Credit Agreement), or a LIBOR successor rate, plus an applicable margin or (b) the Base Rate, generally the prime lending rate, plus an applicable margin. The applicable margin will continue to be based upon the Company's net leverage ratio and EBITDA for each of the two most recently ended four-quarter measurement periods. The Amendment lowers the applicable margin range (a) in respect of LIBOR rate loans from 1.20% to 1.95% per annum to 1.00% to 1.75% per annum and (b) in respect of Base Rate loans from 0.20% to 0.95% per annum to 0.00% to 0.75% per annum. The Amendment lowers the Commitment fees payable on the undrawn amount from a range of 0.20% to 0.35% per annum to a range of 0.15% to 0.30% per annum, in each case based upon the Company's net leverage ratio and EBITDA for each of the two most recently ended four-quarter measurement periods.
The Company's obligations under the Credit Agreement are guaranteed by its
direct subsidiary,
The Company has the right, but not the obligation, to prepay the Revolving Credit Facility in whole or in part and/or terminate the Revolving Credit Facility without premium or penalty at any time.
The Credit Agreement includes customary representations, warranties and covenants by the Company and certain of its subsidiaries, including, among other things, restrictions on the Company's and such subsidiaries' ability to incur additional indebtedness, dispose of its assets, incur liens, make investments, and pay dividends or other distributions, in each case subject to specified exceptions. The Credit Agreement also contains customary indemnification obligations and customary events of default, including, but not limited to, failure to timely make payments when due under the Credit Agreement, failure to comply with any of the covenants under the Credit Agreement or any other loan document, the occurrence of certain insolvency or bankruptcy-related events, cross-default to certain other material indebtedness and the occurrence of a "change of control" (as defined in the Credit Agreement).
During the occurrence and continuance of an event of default by the Company under the Credit Agreement, the Lenders would be entitled to exercise their remedies thereunder, including termination of the commitment of each Lender to make loans and any obligation of the issuer of letters of credit under the Revolving Credit Facility to make credit extensions, and the right to accelerate any outstanding obligations under the Credit Agreement.
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The foregoing description of the Credit Agreement is not intended to be complete
and is qualified in its entirety by reference to the full text of the Credit
Agreement, which will be filed as an exhibit to the Company's Quarterly Report
on Form 10-Q for the fiscal quarter ended
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information contained in Item 1.01 above is incorporated herein by reference.
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