Item 1.01 Entry into a Material Definitive Agreement
The Amended and Restated Credit Agreement modifies several of the terms of the Original Credit Agreement including extending the term of the agreement to
Under the terms of the Amended and Restated Credit Agreement, an aggregate amount of up to
The Amended and Restated Credit Agreement matures on
Interest Rates and Fees
Each Eurodollar Rate Loan under the Amended and Restated Credit Agreement bears interest on the outstanding principal amount owing at a rate equal to
In addition, the Company pays a commitment fee calculated by multiplying the applicable rate listed in the table below by the unused capacity available under the Amended and Restated Credit Agreement.
The applicable rate means a percentage per annum to be determined in accordance with the following Debt Rating based pricing grid.
Debt Ratings Eurodollar S&P/Moody's Commitment Fee Letters of Credit Rate + Base Rate + ³ A- / A3 0.150% 1.125% 1.250% 0.250% BBB+ / Baa1 0.175% 1.250% 1.375% 0.375% BBB / Baa2 0.225% 1.500% 1.625% 0.625% BBB- / Baa3 0.300% 1.750% 1.875% 0.875% < BBB- / Baa3 0.400% 2.125% 2.250% 1.250% Guarantee
The Amended and Restated Credit Agreement contains negative covenants customarily included in a loan agreement of this type, including restrictions on (i) the granting of liens, (ii) the incurrence of indebtedness, (iii) the sale of assets and (iv) restricted payments. In addition, the Amended and Restated Credit Agreement also contains certain financial covenants, including a requirement to maintain a minimum "net worth" (as defined the Amended and Restated Credit Agreement) of
The Amended and Restated Credit Agreement requires us to deliver our financial statements to the Administrative Agent for distribution to each lender (if they are not posted on EDGAR), and to observe (and cause certain of our subsidiaries to observe) certain affirmative covenants subject to materiality and other customary and agreed exceptions. These affirmative covenants include (i) payment of obligations, (ii) preservation of corporate existence and maintenance of assets (including intellectual property rights and relevant licenses), (iii) maintenance of properties, (iv) maintenance of insurance, (v) maintenance of books and records, (vi) inspection rights and (vii) use of proceeds.
Events of Default
The Amended and Restated Credit Agreement sets out certain customary events of default (subject to applicable grace periods) including for, but not limited to, non-payment, breach of certain covenants, breach of representations or warranties, cross default of certain other Indebtedness and the occurrence of an ERISA Event. A Change of Control (as defined in the Amended and Restated Credit Agreement) will constitute an event of default.
Incorporation by Reference
A copy of the Amended and Restated Credit Agreement is filed herewith as Exhibit 10.1 to this Current Report on Form 8-K and is hereby incorporated into this Section 1.01.
Item 9.01 Financial Statements and Exhibits
10.1 Amended and Restated Revolving Credit Agreement dated as of
February 14, 2014