SEALED AIR CORPORATION

(SEE)
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SEALED AIR CORP/DE : Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits (form 8-K)

03/31/2022 | 04:22pm EDT

Item 1.01 Entry into a Material Definitive Agreement

Sealed Air Corporation (the "Company") and certain of its subsidiaries entered into a fourth amended and restated syndicated facility agreement dated as of March 25, 2022, whereby its existing senior secured credit facility was amended and restated (the "Fourth Amended and Restated Credit Agreement") with Bank of America, N.A., as agent, and the other financial institutions party thereto. The changes include (i) the refinancing of the term loan A facilities and revolving credit facilities with a new U.S. dollar term loan A facility in an aggregate principal amount of approximately $475 million, a new pounds sterling term loan A facility in an aggregate principal amount of approximately £27.2 million, and revolving credit facilities of $1 billion (including revolving facilities available in U.S. dollars, euros, pounds sterling, Canadian dollars, Australian dollars, Japanese yen, New Zealand dollars and Mexican pesos), (ii) the conversion of the facilities rate from a LIBOR-based rate to a SOFR-based rate, (iii) improved pricing terms which will range from 100 to 175 basis points (bps) in the case of SOFR loans, subject to the achievement of certain leverage tests, (iv) the extension of the final maturity of the term loan A facilities and revolving credit commitment to March 25, 2027, (v) the release of all non-U.S. collateral previously pledged by the Company's subsidiaries and the release of all existing guarantees for non-U.S., non-borrower Company subsidiaries, (vi) the adjustment of certain covenants to provide flexibility to incur additional indebtedness and take other actions and (vii) other amendments. The Fourth Amended and Restated Credit Agreement provides for customary events of default, including failure to pay principal or interest when due, failure to comply with covenants, the fact that any representation or warranty made by the Company is false in any material respect, certain insolvency or receivership events affecting the Company and its subsidiaries and a change in control of the Company. For certain events of default, the commitments of the lenders will be automatically terminated, and all outstanding obligations under the Fourth Amended and Restated Credit Agreement may be declared immediately due and payable. The foregoing description of the Fourth Amended and Restated Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Fourth Amended and Restated Credit Agreement, which is filed as Exhibit 10.1 hereto and is incorporated by reference herein.


Item 2.03       Creation of a Direct Financial Obligation or an Obligation under an Off-Balance
                Sheet Arrangement of a Registrant

The disclosure set forth under Item 1.01 above is incorporated by reference herein.



Item 9.01   Financial Statements and Exhibits.



(d) Exhibits.

Exhibit
Number                Description
                        Fourth Amended and Restated Syndicated Facility Agreement, dated as of
                      March 25, 2022, by and among Sealed Air Corporation and certain of its
                      subsidiaries party thereto, Bank of America, N.A., as agent, and the other
     10.1             financial institutions party thereto.
                      Cover Page Interactive Data File (formatted as Inline XBRL and embedded
      104             within document)



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