Item 1.01. Entry into a Material Definitive Agreement.
On October 7, 2021, TopBuild Corp., a Delaware corporation (the "Company"),
together with certain of its subsidiaries, Bank of America, N.A., in its
capacity of administrative agent for the lenders, and each of the lenders party
thereto (the "Lenders"), entered into Amendment No. 2 (the "Amendment") to the
Company's Amended and Restated Credit Agreement, dated March 20, 2020 (as
amended, the "Credit Agreement") filed as Exhibit 10.1 to the Form 8-K dated
March 23, 2020.
The Amendment, among other things, (i) extends the maturity date of both the
revolving and term loan facilities under the Credit Agreement to October 7,
2026, (ii) re-advances to the Company an aggregate amount equal to $7.5 million
as part of the term loan under the Credit Agreement, such that the aggregate
outstanding principal amount of the term loan is $300.0 million, which equals
the original principal amount of such term loan as of the original date of the
Credit Agreement (and resets the amortization schedule accordingly, taking into
account the extended maturity date), (iii) increases the commitments available
under the revolving facility from $450.0 million to $500.0 million and (iv)
provides for a new $300.0 million delayed draw term loan facility, the proceeds
of which will be used, in part, to finance the acquisition of DI Super Holdings,
Inc, the indirect parent of Distribution International, Inc., including the
payment of related fees and expenses.
The foregoing description of the Amendment is only a summary and is qualified in
its entirety by reference to the full text of the Amendment, which is filed as
Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference in
this Item 1.01.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information described in Item 1.01 above relating to the Amendment is
incorporated herein by reference into this Item 2.03.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number Exhibit Description
10.1 Amendment No. 2 to Amended and Restated Credit Agreement, dated as
of October 7, 2021
104 Cover Page Interactive Data File (formatted as Inline XBRL)
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