Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The Term Loan Agreement amended the Company's existing term loan agreement, dated as of
The Revolving Credit Agreement amended and restated the Company's existing revolving credit agreement, dated as of
The Term Loan and Revolving Credit Agreement contain terms and conditions that are substantially similar to the terms and conditions of the provisions of the Company's prior term loan agreement and prior revolving credit agreement, respectively, except that the interest rates and fees were reduced, the maturity dates were extended, the consolidated leverage ratio was increased, covenants were adjusted, and certain other provisions were modified. Under the terms of the Term Loan Agreement and the Revolving Credit Agreement, Eurodollar Rate Loans bear interest for a period from the applicable borrowing date until a date one week or one, two, three or six months thereafter, as selected by the Company, at the corresponding Eurodollar rate plus a margin of 1.0% to 2.0% depending on the Company's credit rating. Base Rate Loans bear interest from the applicable borrowing date at a rate equal to (i) the highest of (a) the federal funds rate plus 0.5%, (b) the rate of interest in effect for such day as publicly announced by
In order to borrow under the Term Loan Agreement or the Revolving Credit Agreement, certain representations and warranties of the Company and Guarantors must remain true and correct in all material respects as of the date of any credit extension. In addition, the Company must be in compliance with specified covenants so long as any amount is outstanding under the Term Loan Agreement or the Revolving Credit Agreement, including (i) a restriction on the incurrence of liens on the assets of the Company and the Guarantors, other than certain permitted liens, (i
i) maintenance of a consolidated leverage ratio not to exceed 3.0 to 1.0 and a Consolidated Interest Coverage Ratio of at least 3.0 to 1.0 as of the end of any fiscal quarter of the Company, and (iii) restrictions on certain fundamental changes as specified in the Term Loan Agreement and Revolving Credit Agreement. The failure to satisfy any of the covenants or the occurrence of other specified events that constitute an event of default could result in the acceleration of the repayment obligations of the Company under the Term Loan Agreement and Revolving Credit Agreement, respectively.
The descriptions of the provisions of the Term Loan Agreement and Revolving Credit Agreement set forth above are qualified in their entirety by reference to the full and complete terms contained in the Term Loan Agreement and Revolving Credit Agreement, which are filed as Exhibit 10.1 and 10.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
10.1 Amended and Restated Credit Agreement, dated as of
July 29, 2014, among Joy Global Inc., as Borrower, the Guarantors, Bank of America, N.A., as Administrative Agent, JPMorgan Chase Bank, N.A. and Mizuho Bank( USA) as Co-Syndication Agents, and the lenders party thereto. 10.2 Second Amended and Restated Credit Agreement, dated as of July 29, 2014, among Joy Global Inc., as Borrower, the Guarantors, Bank of America, N.A., as Administrative Agent, a Swing Line Lender and an L/C Issuer, JPMorgan Chase Bank, N.A. as a Swing Line Lender and an L/C Issuer, and the lenders party thereto.