Item 1.01 - Entry into a Material Definitive Agreement
On
The Credit Agreement establishes a
Loans made under the Credit Agreement (other than swing line loans) will bear
interest, at the Company's option, at either an Alternate Base Rate (as set
forth in the Credit Agreement) or an Adjusted LIBO Rate (as set forth in the
Credit Agreement) plus a margin that will vary from 0.000% to 0.250% in the case
of ABR Loans (as set forth in the Credit Agreement) and 0.680% to 1.250% in the
case of Eurodollar Loans (as set forth in the Credit Agreement), in each case
based upon the ratings assigned to the Company's debt by
The Credit Agreement contains negative and affirmative covenants applicable to the Company and its existing and future subsidiaries, including, without limitation, negative covenants that, subject to customary exceptions, restrict the Company's ability to create, incur or assume liens, incur or assume certain subsidiary debt, make certain fundamental changes and materially change the nature of the Company's business and the business conducted by its subsidiaries.
In addition, the Credit Agreement will require the Company to comply with certain financial covenants, including a minimum consolidated fixed charge coverage ratio and a maximum consolidated leverage ratio, in each case, as set forth in the Credit Agreement.
The Credit Agreement contains certain customary events of default (subject to customary grace periods, cure rights and materiality thresholds), including, among others, failure to pay principal, interest or fees, violation of covenants, material inaccuracy of representations and warranties, cross-defaults and cross-acceleration to material indebtedness, certain bankruptcy and insolvency events, certain material judgments, certain ERISA events, change of control and invalidity of loan documents.
The foregoing description of the terms of the Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the Credit Agreement, attached as Exhibit 10.1 hereto, and incorporated herein by reference.
In addition to the specific agreements and arrangements described above, parties to the Credit Agreement and their respective affiliates have provided and may in the future provide certain financial advisory, investment banking and commercial banking services in the ordinary course of business for the Company, its subsidiaries and certain of their respective affiliates, for which they have received or will receive customary fees and expenses in connection with the performance of such services.
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 set forth in Item 1.01 above is hereby incorporated by reference into this Item 2.03, insofar as it relates to the creation of a direct financial obligation.
Item 8.01 - Other Events
On
Item 9.01 - Financial Statements and Exhibits
Exhibit Number Description 10.1 Credit Agreement, dated as ofJune 15, 2021 , amongO'Reilly Automotive, Inc. ,JPMorgan Chase Bank, N.A ., as Administrative Agent, and the lenders party thereto. 104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document
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