Item 1.01. Entry into a Material Definitive Agreement.
On
The Credit Agreement provides for a
Under the Credit Agreement, loans bear interest, at the Company's option, either at an annual rate based on Alternate Base Rate ("ABR"), which references the prime rate, plus an applicable margin or LIBOR plus an applicable margin. Loans based on ABR shall bear interest at a rate between ABR plus 0.75% and ABR plus 1.25%, and loans based on LIBOR shall bear interest at a rate between LIBOR plus 1.75% and LIBOR plus 2.25%, depending on the Company's liquidity, as defined and calculated according to the Credit Agreement. The Company is required to pay a commitment fee between 0.25% and 0.35% per annum, depending on the Company's liquidity, on the undrawn portion available under the revolving credit facility. In addition, the Company is required to pay a fee on all outstanding letters of credit equal to the average daily maximum aggregate amount available to be drawn under all outstanding letters of credit, times the applicable margin then in effect with respect to LIBOR loans.
To further induce the Lenders and Issuing Banks to enter into the Credit
Agreement, the Company and its Material Domestic Subsidiaries (the "Grantors")
have entered into a Pledge and Security Agreement (the "Pledge Agreement"),
dated as of
The Credit Agreement contains customary affirmative and negative covenants and restrictions typical for a financing of this type that, among other things, require the Company to satisfy certain financial covenants and restrict the Company's and its subsidiaries' ability to incur additional debt, pay dividends and make distributions, make certain investments and acquisitions, repurchase its stock and prepay certain indebtedness, create liens, enter into agreements with affiliates, modify the nature of its business, enter into sale-leaseback transactions, transfer and sell material assets and merge or consolidate. Non-compliance with one or more of the covenants and restrictions could result in the full or partial principal balance of the Credit Agreement becoming immediately due and payable and termination of the commitments.
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A copy of the Credit Agreement and Pledge Agreement are filed as Exhibit 10.1 and Exhibit 10.2 hereto, respectively. The foregoing descriptions of the Credit Agreement and Pledge Agreement do not purport to be complete and are qualified in their entirety by reference to the full text of the Credit Agreement, and the Pledge Agreement which are incorporated by reference herein.
Item 1.02. Termination of a Material Definitive Agreement
On
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
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 Exhibit No. Description 10.1 Credit Agreement, dated as ofJuly 29, 2021 , by and amongFlywire Corporation , the other Loan Parties party thereto from time to time, the Lenders party thereto from time to time, the Issuing Banks party thereto from time to time, and Citibank 10.2 Pledge Agreement, dated as ofJuly 29, 2021 , by and amongFlywire Corporation , the Grantors and the Administrative Agent.
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