Item 1.01. Entry into a Material Definitive Agreement.
On
The Company used the net proceeds from the Term A Facility Increase (together with cash on hand), to (i) redeem all of the Company's remaining 5.875% Senior Notes due 2024 (the "2024 Notes") and (ii) pay fees and expenses related to the offering and such redemption.
The Term A Facility is subject to the same affirmative and negative covenants and events of default as the loans under the Term A Facility previously incurred pursuant to the Existing Credit Agreement. The applicable interest rate for the Term A Facility is calculated at a per annum rate equal to, at the Company's option, (a) the Eurocurrency Rate (as defined in the Credit Agreement) plus 1.50% or (b) the Base Rate (as defined in the Credit Agreement) plus 0.50%, subject to adjustments based on the Company's consolidated leverage ratio as and to the extent provided for in the Credit Agreement.
The Term A Facility is guaranteed by the same subsidiaries of the Company (the "Guarantors") that have guaranteed the obligations of the Company under the Existing Credit Agreement, and the Company's obligations under the Term A Facility are secured by a lien on substantially all of the assets of the Company and the Guarantors, subject to certain exceptions. The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached as Exhibit 10.1 hereto.
Item 1.02. Termination of a Material Definitive Agreement.
On
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
This Current Report on Form 8-K does not constitute an offer to purchase nor a solicitation of an offer to sell any of the 2024 Notes, nor shall there be any offer, solicitation or sale of the 2024 Notes in any state or jurisdiction in which the making or acceptance thereof would be unlawful under the securities laws of any such jurisdiction.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits 10.1 Amendment No. 11 to Credit Agreement (Incremental Term A Facility Increase), dated as ofJune 25, 2021 , by and among the Company, each guarantor party thereto, the lenders party thereto andBank of America, N.A ., as administrative agent 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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