Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On
The Amended Facility maintains the same capacity at
Under the Amended Facility,
The Amended Facility does not amortize and is unsecured. Borrowings may be made at interest rates equal to (a) SOFR, plus a credit spread adjustment of 10.0 basis points and plus a margin of 100.0 to 175.0 basis points, or (b) a base rate, plus a margin of 0.0 to 75.0 basis points. Interest rates, commitment fees and letter of credit fees are based on the Company's then-current senior unsecured credit ratings. Advances under the Amended Facility are subject to certain conditions precedent, including the accuracy of certain representations and warranties and the absence of any default or event of default. Advances will be used for general corporate purposes.
The Amended Facility has one financial covenant, requiring that consolidated
debt to total capitalization ratio be less than or equal to 65 percent. The
Amended Facility also contains covenants that restrict the Company in respect
of, among other things, mergers and consolidations, sales of all or
substantially all assets, incurrence of liens and transactions with affiliates.
The Amended Facility is subject to acceleration upon the occurrence of an event
of default, including cross-default to indebtedness in excess of
As of
The descriptions of the provisions of the Amended Facility are summary in nature and are qualified in their entirety by reference to the full and complete terms of the Amended Facility.
Some of the lenders under the Amended Facility and certain of their affiliates have engaged, and in the future may engage, in investment banking transactions, including securities offerings, and in general financing and commercial banking transactions with, and the provision of services to, us and our affiliates in the ordinary course of business and otherwise for which they have received, and will in the future receive, customary fees.
-------------------------------------------------------------------------------- Item 9.01 Financial Statements and Exhibits. Exhibit No. Description of Document 10.1 * Credit Agreement, datedMay 18, 2022
* filed herewith
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