Erie Indemnity Company Enters into Credit Agreement with PNC Bank
November 04, 2021 at 04:21 pm EDT
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On October 29, 2021, Erie Indemnity Company entered into a Credit Agreement with PNC Bank, National Association as Administrative Agent for itself and various other financial institutions from time to time party thereto as Lenders (the Credit Agreement"), to provide for, among other things, revolving credit loans to the Company in an aggregate principal amount of up to $100 million, including up to $25 million for issuances of letters of credit. The Company's obligations under the Credit Agreement are secured pursuant to the terms of a Pledge Agreement also dated October 29, 2021 between the Company and PNC (the Pledge Agreement"). The Revolving Credit Facility replaced existing $100 million credit facility with JPMorgan Chase Bank, National Association as Administrative Agent for itself, PNC and various other financial institutions from time-to-time party thereto as Lenders, as amended, (the Existing JPM Line of Credit") and is available for working capital, other general corporate purposes and to refinance the Existing JPM Line of Credit. The Company did not borrow any funds under the Revolving Credit Facility at closing. The Revolving Credit Facility bears interest, at option, at a rate based on the Bloomberg Short-Term Bank Yield Index Rate or the Base Rate (defined as the highest of (a) the Overnight Bank Funding Rate plus 0.5%, (b) the Administrative Agent's Prime Rate, and (c) the Daily BSBY Floating Rate plus 1.00%, plus an Applicable Margin that increases In the event the ratio of consolidated indebtedness to total capital exceeds certain thresholds. Based upon current Indebtedness to Capitalization Ratio, the company would pay a variable rate of interest of either the BSBY Rate plus a margin of 0.5% or the Base Rate without an additional margin on any outstanding balance and a quarterly commitment fee of 0.08% on any unused portion of the Revolving Credit Facility. The Credit Agreement expires October 29, 2026, and contains restrictive covenants, which include limitations on: incurring indebtedness, liens and encumbrances; making of guarantees; investments; dividends and distributions; liquidations, mergers, consolidations and acquisitions; dispositions of assets or subsidiaries; certain Transactions with affiliates; material changes in business; changes to fiscal year; issuance of capital stock and changes to organizational documents or to the agreements by which the company appointed to act as Attorney-in-Fact for the Erie Insurance Exchange. The Credit Agreement also contains certain financial covenants pertaining to Indebtedness to Capitalization Ratio.
Erie Indemnity Company serves as the attorney-in-fact for the subscribers at the Erie Insurance Exchange (Exchange). The Exchange is a reciprocal insurer that writes property and casualty insurance. The Exchange has wholly owned property and casualty subsidiaries, including Erie Insurance Company, Erie Insurance Company of New York, Erie Insurance Property & Casualty Company, and Flagship City Insurance Company. The Exchange also has a wholly owned life insurance company, Erie Family Life Insurance Company (EFL). Its primary function as attorney-in-fact is to perform policy issuance and renewal services on behalf of the subscribers at the Exchange. It also acts as attorney-in-fact on behalf of the subscribers at the Exchange with respect to all claims handling and investment management services, as well as the service provider for all claims handling, life insurance and investment management services for the Exchange's insurance subsidiaries (collectively, administrative services).