Item 1.01 Entry into a Material Definitive Agreement.
OnFebruary 19, 2021 ,CHS Inc. (the "Company") entered into a Third Amendment (the "Third Amendment") to that certain 2015 Credit Agreement (10-Year Term Loan) (the "Credit Agreement"), dated as ofSeptember 4, 2015 , as amended by the First Amendment to Credit Agreement, dated as ofJune 30, 2016 , and the Second Amendment to Credit Agreement, dated as ofJuly 16, 2019 , by and among the Company, CoBank, ACB ("CoBank"), for its own benefit as a syndication party and as the administrative agent for the benefit of the present and future syndication parties, and the other syndication parties party thereto. Pursuant to the Third Amendment, onFebruary 19, 2021 , the entire$366.0 million aggregate principal amount of term loans under the Credit Agreement were converted into revolving loans, which can be paid down and re-advanced in an amount up to the referenced$366.0 million untilFebruary 19, 2022 . OnFebruary 19, 2022 , the total revolving loan balance will revert to a non-revolving term loan that is payable in full onSeptember 4, 2025 . The Credit Agreement, as amended by the Third Amendment, contains customary events of default, including cross-defaults relating to other indebtedness. The occurrence of certain events of default will, at the option of the administrative agent or at the direction of syndication parties whose aggregate individual commitments under the Credit Agreement, as amended by the Third Amendment, constitute more than 50.0% of the total commitments thereunder, result in the entire debt under the Credit Agreement, as amended by the Third Amendment, becoming immediately due and payable. The occurrence of certain other events of default involving insolvency or bankruptcy of the Company or any of its significant subsidiaries will result in the entire debt under the Credit Agreement, as amended by the Third Amendment, becoming immediately due and payable without any action by or on behalf of the administrative agent or the syndication parties.
In connection with the Third Amendment, the Company paid certain fees to CoBank.
CoBank and certain other syndication parties that are parties to the Credit Agreement, as amended by the Third Amendment, are also parties to one or more of the Company's other outstanding credit facilities, including, without limitation, the Company's 2019 Second Amended and Restated Credit Agreement (5-Year Revolving Loan). Also, certain syndication parties that are parties to the Credit Agreement, as amended by the Third Amendment, and/or their affiliates have from time to time engaged, and in the future may engage, in various financial advisory and investment banking transactions with, and provide services to, the Company and its subsidiaries in the ordinary course of business for which they received or will receive customary fees and expenses.
The foregoing description of the Third Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Third Amendment, a copy of which is attached hereto as Exhibit 10.1 and is 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.
Reference is made to the information set forth in Item 1.01 of this Current Report on Form 8-K, which is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. Description 10.1 Third Amendment, dated as ofFebruary 19, 2021 ,
to that certain 2015 Credit
Agreement (10-Year Term Loan), dated as of
the First Amendment to Credit Agreement, dated
as of
Second Amendment to Credit Agreement, dated as
of
amongCHS Inc. , CoBank, ACB, for its own benefit
as a syndication party and
as the administrative agent for the benefit of the present and future syndication parties, and the other syndication parties party thereto 104 Cover Page Interactive Data File (embedded
within the Inline XBRL document)
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