Item 1.01 Entry into a Material Definitive Agreement
OnJanuary 21, 2022 ,Sonoco Products Company (the "Company") entered into a credit agreement with the lenders from time to time party thereto andBank of America, N.A ., as Administrative Agent (the "Term Loan Agreement"). The Term Loan Agreement provides the Company with the ability to borrow up to$300 million on an unsecured basis (the "Term Loan Facility") to finance a portion of the cash consideration for the Company's acquisition ofBall Metalpack Holdings, LLC . The full$300 million available under the Term Loan Facility was drawn onJanuary 26, 2022 (the "Funding Date"). Borrowings under the Term Loan Facility, net of any prepayments, will become payable in full on the third anniversary of the Funding Date. Borrowings under the Term Loan Facility will bear interest at a fluctuating rate per annum equal to, at the Company's option, (i) the forward-looking Secured Overnight Financing Rate term rate (such borrowings, "Term SOFR Loans") or (ii) a base rate, plus, in each case, an applicable margin calculated based on the Company's credit ratings. The Company has designated its borrowings under the Term Loan Facility as Term SOFR Loans, and the margin currently applicable to Term SOFR Loans is 1.225%. There is no required amortization, and voluntary prepayments of borrowings under the Term Loan Facility are permissible without penalty, subject to certain conditions pertaining to minimum notice and minimum prepayment and reduction amounts as described in the Term Loan Agreement. The Term Loan Agreement contains various customary representations and warranties and affirmative and negative covenants, as more fully described in the Term Loan Agreement. The Term Loan Agreement also contains various customary events of default (subject to grace periods, as applicable) including, among others: nonpayment of principal, interest or fees; breach of covenant; payment default on, or acceleration under, certain other material indebtedness; inaccuracy of the representations or warranties in any material respect; bankruptcy or insolvency; inability to pay debts; certain unsatisfied judgments; certain ERISA-related events; the invalidity or unenforceability of the Term Loan Agreement or certain other documents executed in connection therewith; and the occurrence of a change of control. The foregoing description of the Term Loan Agreement and the Term Loan Facility does not purport to be complete and is qualified in its entirety by reference to the full and complete terms of the Term Loan Agreement, which is filed as Exhibit 10.1 hereto and incorporated herein by reference. Certain of the lenders under the Term Loan Facility and/or their affiliates have in the past performed, and may in the future from time to time perform, investment banking, financial advisory, lending and/or commercial banking services, or other services for the Company and/or its subsidiaries (including in connection with the transactions described in this Current Report on Form 8-K), for which they have received, and may in the future receive, customary compensation and expense reimbursement. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information in Item 1.01 is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description of Exhibit 10.1 Credit Agreement, dated as ofJanuary 21, 2022 , amongSonoco Products Company , as Borrower, the lenders from time to
time party thereto and Bank
ofAmerica, N.A. , as Administrative Agent 104 Cover Page Interactive Data File (formatted as
Inline XBRL and contained in
Exhibit 101)
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