Item 1.01 Entry into a Material Definitive Agreement.
On
The Initial Term Loan was designated by the Company as an "Eurocurrency
Borrowing" from
For so long as the Initial Term Loan is a "Eurocurrency Borrowing" and for each Revolving Borrowing that is a "Eurocurrency Borrowing," interest is payable on the last day of the applicable Interest Period (as defined in the Agreement) and, in the case of any Interest Period longer than three months, on each successive date three months after the first day of such Interest Period. To the extent the Initial Term Loan is converted to, or any Revolving Borrowing is, a "Base Rate Loan" (as defined in the Agreement), interest will accrue at a rate equal to the Base Rate (as defined in the Agreement) plus the then Applicable Rate (as defined in the Agreement) based on the Company's Consolidated First Lien Net Leverage Ratio and shall be payable quarterly in arrears.
The obligations under the Agreement are secured by a lien on substantially all tangible and intangible property of the Company and the Company's material domestic subsidiaries and by a pledge by the Company and its material domestic subsidiaries of 65% of the equity of their direct foreign subsidiaries, subject to customary exceptions, limitations and exclusions from the collateral.
The Agreement contains customary affirmative covenants, negative covenants and events of default, as set forth in the Agreement, including covenants and restrictions that, among other things, require the Company and its subsidiaries to satisfy a financial covenant (to the extent then in effect), and restricts or limits the ability of the Company and its subsidiaries to grant or incur liens, incur additional indebtedness, enter into joint ventures or partnerships, engage in mergers and acquisitions, engage in asset sales and declare dividends on its capital stock, subject in each case to certain customary exceptions. A failure to comply with these covenants could permit the applicable Lenders (as defined in the Agreement) under the Agreement to declare the Initial Term Loan, and any then outstanding Revolving Borrowings, together with accrued interest and fees thereon, to be immediately due and payable.
The foregoing description of the material terms of the Agreement does not purport to be complete and is subject to, and is qualified in its entirety by, reference to the Agreement, which is filed as Exhibit 10.1 with this current report on Form 8-K .
Item 1.02 Termination of a Material Definitive Agreement.
The information set forth under Item 1.01 of this current report on Form 8-K is incorporated by reference as if fully set forth herein.
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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 under Item 1.01 of this current report on Form 8-K is incorporated by reference as if fully set forth herein.
Item 7.01 Regulation FD Disclosure.
On
The information contained in Item 7.01 of this Current Report on Form 8-K, including the Exhibit 99.1 attached hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Exhibit Description 10.1 Credit Agreement, dated as ofNovember 10, 2021 , by and amongMeridianLink, Inc. ,ML California Sub, Inc , the other lenders party thereto, andBank of America, N.A . 99.1 Press Release datedNovember 10, 2021 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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