Item 1.01 Entry into a Material Definitive Agreement.
On May 1, 2020, Louisiana-Pacific Corporation (the "Company") entered into an
amendment to its amended and restated credit agreement (the "Amended Credit
Facility"), among the Company, as borrower, the guarantors from time to time
party thereto, American AgCredit, PCA (the "Agent") as Administrative Agent and
Sole Lead Arranger, the lenders from time to time party thereto and CoBank, ACB,
as letter of credit issuer. The Amended Credit Facility amends and restates the
Company's existing credit agreement, dated as of June 27, 2019, to, among other
things, (i) add an incremental $200 million revolving commitment tranche with a
maturity date of May 1, 2023, (ii) change the maximum capitalization ratio
covenant, determined as outstanding debt less unrestricted cash to total
capitalization, from 50% to 57.5%, (iii) add a minimum consolidated net worth
covenant of not less than $475 million plus 70% of consolidated net income after
December 31, 2019, without a deduction for net losses.
The Company's existing and future material domestic subsidiaries, subject to
certain limited exceptions, are required to be guarantors under the Amended
Credit Facility, and the obligations of the Company under the Amended Credit
Facility are secured by a lien on substantially all of the personal property of
the Company and each guarantor. The foregoing description of the Amended Credit
Facility is qualified in its entirety by reference to the Amended Credit
Facility, a copy of which is filed as Exhibit 10.1 hereto and incorporated
herein by reference.
Item 2.02 Results of Operations and Financial Condition
On May 5, 2020, the Company issued a press release announcing financial results
for the three months ended March 31, 2020, a copy of which is attached hereto as
Exhibit 99.1 and incorporated herein by reference.
The information provided pursuant to this Item 2.02, including Exhibit 99.1 in
Item 9.01, is "furnished" and shall not be deemed to be "filed" with the
Securities and Exchange Commission (the "SEC") or incorporated by reference in
any filing under the Securities Exchange Act of 1934, as amended, or the
Securities Act of 1933, as amended, except as shall be expressly set forth by
specific reference in any such filing.
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 in Item 1.01 above is incorporated by reference into
this Item 2.03.
Item 8.01
On May 5, 2020, the Company announced that its Board of Directors has declared a
regular quarterly cash dividend of $0.145 per share of the Company's common
stock. The dividend will be payable on June 1, 2020 to stockholders of record as
of May 15, 2020.
Item 9.01 Financial Statements and Exhibits.
Exhibit
Number Description
First Amendment to Amended and Restated Credit Agreement, dated
May 1, 2020, among the Company, as borrower, American AgCredit PCA,
as administrative agent, CoBank, ACB, as letter of credit issuer and
10.1 lenders and voting participants party thereto.
99.1 Press release issued by the Company on May 5, 2020 regarding
results for the three months ended March 31, 2020.
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