Item 1.01. Entry into a Material Definitive Agreement.
Five Year Credit Agreement
On
The initial borrowers under the Five Year Credit Agreement are the Company,
The Company fully and unconditionally guarantees all obligations of the
subsidiary borrowers under the Five Year Credit Agreement.
The Five Year Credit Agreement provides for total commitments of
The Five Year Credit Agreement is available for general corporate purposes of
the Company and its subsidiaries. Revolving loans may be borrowed in
The commitments under the Five Year Credit Agreement will expire on
Any revolving loans and swingline loans outstanding under the Five Year Credit Agreement will bear interest based on SOFR, EURIBOR, SONIA or the base rate, as applicable, plus, in each case, an interest margin that is subject to a ratings-based pricing grid. Commitment fees and other customary fees will be payable in connection with the Five Year Credit Agreement.
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The Five Year Credit Agreement contains customary representations and warranties, conditions to credit extension, affirmative covenants, negative covenants and events of default. The Five Year Credit Agreement does not contain a financial maintenance covenant.
As of the date of this Report, the Five Year Credit Agreement has no usage outstanding.
364-Day Credit Agreement
On
The initial borrowers under the 364-Day Credit Agreement are the Company,
The Company fully and unconditionally guarantees all obligations of the
subsidiary borrowers under the 364-Day Credit Agreement.
The 364-Day Credit Agreement provides for total commitments of
The 364-Day Credit Agreement is available for general corporate purposes of the
Company and its subsidiaries. Revolving loans may be borrowed in
The commitments under the 364-Day Credit Agreement will expire on the date which is 364 days after the date of the 364-Day Credit Agreement (the "Commitment Termination Date"). The Company or any subsidiary borrower may, at any time during the term of the 364-Day Credit Agreement with advance notice to the administrative agent, and subject to the satisfaction of certain conditions, elect to have the entire principal balance outstanding under the 364-Day Credit Agreement converted into non-revolving term loans, which will be due and payable one year after the Commitment Termination Date.
Any revolving loans and swingline loans outstanding under the 364-Day Credit Agreement will bear interest based on SOFR, EURIBOR, SONIA or the base rate, as applicable, plus, in each case, an interest margin that is subject to a ratings-based pricing grid. Commitment fees and other customary fees will be payable in connection with the 364-Day Credit Agreement.
The 364-Day Credit Agreement contains customary representations and warranties, conditions to credit extension, affirmative covenants, negative covenants and events of default. The 364-Day Credit Agreement does not contain a financial maintenance covenant.
As of the date of this Report, the 364-Day Credit Agreement has no usage outstanding.
The foregoing descriptions of the Credit Agreements are summaries and are qualified in their entirety by the terms and provisions of the Five Year Credit Agreement and the 364-Day Credit Agreement, which are filed as Exhibits 10.1 and 10.2 to this report and are incorporated by reference into this Item 1.01.
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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 information set forth above under "Item 1.01. Entry into a Material Definitive Agreement" is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibit. The following exhibit is filed herewith:
Exhibit No. Description 10.1 Amended and Restated Five Year Credit Agreement, dated as ofDecember 7, 2022 , amongLinde plc , certain of its subsidiaries parties thereto as borrowers, the lenders party thereto andBank of America, N.A ., as Administrative Agent. 10.2 364-Day Credit Agreement, dated as ofDecember 7, 2022 , amongLinde plc , certain of its subsidiaries parties thereto as borrowers, the lenders party thereto andBank of America, N.A ., as Administrative Agent. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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