Item 1.01 Entry into a Material Definitive Agreement.
On
Restatement Agreement
The principal changes to the Ninth Restated Credit Agreement effected by the
Restatement Agreement are (i) the refinance and increase of the aggregate amount
of commitments under the Ninth Restated Credit Agreement from
The Company unconditionally and irrevocably guarantees to the Administrative Agent, for the ratable benefit of the Credit Agreement Lenders (i) the prompt and complete payment and performance of the indebtedness and other monetary obligations of CBIF under the Tenth Restated Credit Agreement and (ii) the hedge and cash management indebtedness and other monetary obligations of certain subsidiaries as described in the Tenth Restated Credit Agreement.
Certain of the Credit Agreement Lenders, the Administrative Agent and their affiliates have performed, and may in the future perform, various commercial banking, investment banking, lending, underwriting and brokerage services, and other financial and advisory services for the Company and its subsidiaries for which they have received, and will receive, customary fees and expenses. The Company and certain of its subsidiaries have, and may in the future, enter into derivative arrangements with certain of the Credit Agreement Lenders and their affiliates. In addition, one of the Credit Agreement Lenders is the trustee under an indenture for certain of the Company's outstanding notes. Certain of the Credit Agreement Lenders or their affiliates and affiliates of the Administrative Agent are lenders under certain credit facilities to Sands family investment vehicles that, because of their relationship with members of the Sands family, are in some cases affiliates of the Company. Such credit facilities are secured by pledges of shares of class A common stock of the Company, class B common stock of the Company, or a combination thereof, and other credit support from certain members of the Sands family.
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The foregoing description of the Restatement Agreement and Tenth Restated Credit Agreement is a summary and is qualified in its entirety by reference to the Restatement Agreement including the Tenth Restated Credit Agreement, a copy of which is filed as Exhibit 4.1 to this Current Report on Form 8-K and incorporated herein by reference.
Term Loan Amendment
The principal changes to the Amended Term Loan Credit Agreement effected by the
Term Loan Amendment are (i) the replacement of LIBO rate benchmark provisions
with benchmark provisions for SOFR administered by the
The Term Loan Lender and the Administrative Agent and its respective affiliates, have performed, and may in the future perform, various commercial banking, investment banking, lending, underwriting and brokerage services, and other financial and advisory services for the Company and its subsidiaries for which they have received, and will receive, customary fees and expenses. The Company and certain of its subsidiaries have, and may in the future, enter into derivative arrangements with certain of the Term Loan Lender and its affiliates. The Term Loan Lender and the Administrative Agent is a lender under certain credit facilities to Sands family investment vehicles that, because of their relationship with members of the Sands family, are in some cases affiliates of the Company. Such credit facilities are secured by pledges of shares of class A common stock of the Company, class B common stock of the Company, or a combination thereof, and other credit support from certain members of the Sands family.
The foregoing description of the Term Loan Amendment and the Amended Term Loan Credit Agreement is a summary and is qualified in its entirety by reference to the Term Loan Amendment including the Amended Term Loan Credit Agreement, a copy of which is filed as Exhibit 4.2 to this Current Report on Form 8-K and 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.
The Borrowers entered into the Restatement Agreement and Tenth Restated Credit Agreement and the Company entered into the Term Loan Amendment and Amended Term Loan Credit Agreement on the Effective Date. See Item 1.01 which is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
For the exhibits that are filed herewith, see the Index to Exhibits immediately following.
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