Item 1.01 Entry into a Material Definitive Agreement.
On
The Company may elect the borrowings under the Credit Agreement to bear interest in different currencies and at different rates. Borrowings under the Credit Agreement may be made at an interest rate per annum equal to:
(1) For a Eurocurrency Rate Loan (as defined in the Credit Agreement), the sum of (A) the Applicable Rate (as defined in the Credit Agreement, which is calculated based upon the Company's debt-to-EBITDA ratio) and (B) the Eurocurrency Rate (as defined in the Credit Agreement), or (2) For a Base Rate Loan (as defined in the Credit Agreement), the sum of (A) the Base Rate (which is a rate per annum equal to the greatest of (i) the interest rate announced by the administrative agent as its prime rate; (ii) the sum of 0.50% per annum and the federal funds rate in effect on such day, and (iii) the Adjusted Eurocurrency Rate (as defined in the Credit Agreement) for a period of one month plus 1.00%) in effect from time to time, and (B) the Applicable Rate, or (3) For an RFR Loan (as defined in the Credit Agreement), the sum of (A) the RFR (as defined in the Credit Agreement, which is, for Sterling (as defined in the Credit Agreement), SONIA (as defined in the Credit Agreement) plus (B) the Applicable Rate.
The Credit Agreement requires the Company to maintain a consolidated interest coverage ratio of not less than 3.5 and an adjusted debt-to-EBITDA ratio of not more than 3.5 (subject to temporary increase in connection with a Material Acquisition (as defined in the Credit Agreement)). If the Company is not in compliance with either of these requirements, the Lenders may terminate the commitment and/or declare any loan then outstanding be due.
The Credit Agreement contains certain other covenants, including a priority debt to consolidated net worth covenant and covenants relating to liens, indebtedness, asset sales, mergers, and investments, among others.
Amounts due under the Credit Agreement may be accelerated upon a Default (as defined in the Credit Agreement), such as a breach of a representation or covenant or the occurrence of bankruptcy, if not otherwise waived or cured.
The foregoing description of the Credit Agreement is not complete and is qualified in its entirety by reference to the Credit Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
On
--------------------------------------------------------------------------------
The Second Supplement through incorporation of the Note Purchase Agreement contains certain covenants on the part of the Company, including a debt to EBITDA covenant, priority debt to consolidated total capitalization covenant and covenants relating to liens, asset sales and mergers, among others. The Note Purchase Agreement also specifies certain events of default, upon the occurrence of which the maturity of the notes may be accelerated, including the failure to pay principal and interest, violation of covenants or default on other indebtedness, among others.
The foregoing description of the Second Supplement is not complete and is qualified in its entirety by reference to the Second Supplement, a copy of which is filed as Exhibit 10.2 to this Current Report on Form 8-K 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.
As described under Item 1.01 of this Current Report on Form 8-K, on
The information provided in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. 10.1 Credit Agreement, dated as ofMay 21, 2021 , amongDonaldson Company, Inc. (the "Company"), the subsidiaries of the Company from time to time party thereto, each of the lenders from time to time party thereto (the "Lenders") andWells Fargo Bank, National Association , as administrative agent for the Lenders and as an L/C Issuer. 10.2 Second Supplement, datedMay 21, 2021 , to Note Purchase Agreement, dated as ofMarch 27, 2014 , by and amongDonaldson Company, Inc. and the purchasers named therein. 104 Cover page interactive data file (formatted as inline XBRL).
--------------------------------------------------------------------------------
© Edgar Online, source