CONSOL ENERGY INC. Item 1.01 Entry into a Material Definitive Agreement.
On
The Company will use the proceeds of the PEDFA Bonds to finance the cost of the
acquisition, construction, improving, installation, and/or equipping of a
certain solid waste disposal facilities, such as refuse preparation, handling,
collection, conveyance and processing systems, impoundment areas and related
assets, equipment and improvements, located at the Bailey Preparation Plant in
The PEDFA Bonds were issued pursuant to an indenture (the "Indenture") dated as
of
The Loan Agreement and Guaranty incorporate by reference covenants in the
Company's indenture under which the Second Lien Notes were issued, which limit
the ability of the Company and the Guarantors, to (i) incur, assume or guarantee
additional indebtedness or issue preferred stock; (ii) create liens to secure
indebtedness; (iii) declare or pay dividends on the Company's common stock,
redeem stock or make other distributions to the Company's stockholders;
(iv) make investments; (v) restrict dividends, loans or other asset transfers
from the Company's restricted subsidiaries; (vi) merge or consolidate, or sell,
transfer, lease or dispose of substantially all of the Company's assets;
(vii) sell or otherwise dispose of certain assets, including equity interests in
subsidiaries; (viii) enter into transactions with affiliates; and (ix) create
unrestricted subsidiaries. These covenants are subject to important exceptions
and qualifications. If the PEDFA Bonds achieve an investment grade rating from
both of
While the PEDFA Bonds bear interest at a term rate, whether the initial term rate period or a subsequent one, if the Company experiences certain kinds of changes of control or asset dispositions, holders of the PEDFA Bonds will be entitled to receive an offer from Company to repurchase all or any part of their PEDFA Bonds on the terms set forth in the Indenture, subject to the Company's right to redeem the PEDFA Bonds. The Company will offer to make a cash payment equal to 101% in the case of a change of control, and 100% in the case of asset dispositions, of the aggregate principal amount of the repurchased PEDFA Bonds, plus accrued and unpaid interest on the PEDFA Bonds repurchased to, but not including, the date of purchase, subject to the rights of holders of the PEDFA Bonds on the relevant record date to receive interest due on the relevant interest payment date.
The forgoing descriptions of the Indenture, the Loan Agreement and the Guaranty do not purport to be complete and are qualified in their entirety by reference to the Indenture, the Loan Agreement and the Guaranty, which are attached to this Current Report on Form 8-K as Exhibits 4.1, 4.2 and 4.3, respectively.
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Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The response to Item 1.01 is incorporated into this Item 2.03 by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit Number Description of Exhibit 4.1 Indenture, dated as ofApril 1, 2021 , amongCONSOL Energy Inc. , the subsidiary guarantors party thereto andWilmington Trust, N.A ., as trustee. 4.2 Loan Agreement, dated as ofApril 1, 2021 , between thePennsylvania Economic Development Financing Authority and the Company. 4.3 Guaranty Agreement, dated as ofApril 1, 2021 , among the subsidiary guarantors ofCONSOL Energy Inc. andWilmington Trust, N.A ., as trustee. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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