Article 1.01. The conclusion of an important definitive agreement.
The new credit agreement provides for a senior secured revolving credit facility of an aggregate principal amount not exceeding
The proceeds of the revolving credit loans under the new credit agreement will be used (i) to refinance the existing debt, (ii) for the payment of fees and expenses related to the refinancing operation, and (iii) for the needs general business, certain authorized investments, working capital, letters of credit, capital expenditures and authorized acquisitions. The new credit agreement also allows borrowers, under certain circumstances, to increase the total principal amount of revolving credit commitments under the new credit agreement by
The new credit agreement has a term of five years. Borrowings under the new credit agreement are secured by substantially all of the assets of the borrowers and guarantors and a pledge of all issued and outstanding shares of the share capital of each
The new credit agreement also contains financial covenants, including (i) a leverage ratio not exceeding 4.25 to 1.00 for the quarterly periods at the end of each fiscal quarter; provided, however, that notwithstanding the foregoing, following a material acquisition, borrowers will not allow the leverage ratio, calculated at the end of each of the four (4) fiscal quarters immediately following such material acquisition (which, for the avoidance of doubt, must begin with the fiscal quarter in which such material acquisition is made), to exceed 4.50 to 1.00 and (ii) an interest coverage ratio, calculated at the end of each fiscal quarter, from at least 3.00 to 1.00. The new credit agreement also contains standard statements, guarantees and covenants for a transaction of this nature, including, inter alia, covenants relating to (i) financial reporting and notification, (ii) payment of obligations, (iii) compliance with the law, (iv) maintenance of insurance and (v) maintenance of properties.
The above description of the new credit agreement is not intended to be complete and is submitted and qualified in its entirety by the full text of the new credit agreement, which is filed as Exhibit 10.1 of this current report on the form 8-K. and is incorporated herein by reference.
Article 1.02. Termination of a Material Definitive Agreement.
The new credit agreement amends and reaffirms in its entirety that certain credit agreements, dated
The previous credit agreement provided for a revolving credit facility in an aggregate principal amount not exceeding
Article 2.03. Creation of a direct financial obligation or obligation under a
Off-Balance Sheet Arrangement of a Registrant.
The information in section 1.01 is incorporated by reference into this section 2.03.
Article 7.01 Regulation FD Disclosure.
The information in this Item 7.01 on Form 8-K and in Exhibit 99.1 is provided and will not be considered “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, nor will it be deemed to be incorporated by reference in documents filed under the Securities Act of 1933.
Article 9.01. Financial statements and supporting documents.
(d) Exhibits Exhibit No. Description 10.1* Amended and Restated Credit Agreement, dated as of
December 29, among SPH Group Holdings LLC, Steel Excel Inc.and IGo, Inc., as Borrowers, PNC Bank, National Association, in its capacity as administrative agent, the lenders party thereto, and certain of the Borrowers' affiliates in their capacities as guarantors. 99.1 Press Release, dated December 29, 2021
* The appendices for this exhibition have been omitted. The Company undertakes to provide a copy of the omitted annexes in the
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