Item 1.01 Entry into a Material Definitive Agreement.
On
Borrowings under the Amended Credit Agreement may be denominated in dollars, Canadian dollars, Euro and Sterling, and will bear interest at a per annum rate equal to, at the applicable borrower's option, the one, two, three or six month (or, if available to, or with the consent of, each lender, such period that is less than one month or greater than six months) eurocurrency rate for such currency plus a margin of 1.125% to 2.00%, or a base rate plus a margin of 0.125% to 1.00%. The borrowers are required to pay an undrawn commitment fee equal to 0.1% to 0.35% of the undrawn portion of the commitments under the Amended Credit Agreement, as well as customary letter of credit fees. The margin added to the applicable eurocurrency rate or to the base rate, as well as the amount of the commitment fee, will depend on the Company's credit rating at the time.
Currently, the borrowers and the guarantors under the Amended Credit Agreement,
which comprise the Company,
After the Closing Date, at any time that (i) no default or event of default
exists under the Amended Credit Agreement and related documentation and (ii)(a)
the Company attains an investment-grade rating as set forth in the Amended
Credit Agreement; (b) the Company's 2021 Secured Notes and 2026 Secured Notes,
including all fees, expenses and other amounts due and payable thereunder, shall
have been paid or defeased or (c) the Company's 2021 Secured Notes and 2026
Secured Notes cease to be secured by the assets of
The Amended Credit Agreement contains customary representations and warranties and covenants for a transaction of this type, including two financial maintenance covenants: (i) a requirement that the interest coverage ratio, as defined in the Amended Credit Agreement, be maintained as of the last day of the Company's fiscal quarter at a level of not less than 2.75 to 1.00 and (ii) a requirement that the total net leverage ratio, as defined in the Amended Credit Agreement, be maintained as of the last day of the Company's fiscal quarter at a level of not greater than 3.75 to 1.00; provided the maximum total net leverage ratio shall increase to 4.25:1.00 for the four fiscal quarter period commencing with the quarter any borrower or subsidiary consummates any material acquisition; provided further, there shall be at least two fiscal quarters with the maximum total net leverage ratio set at 3.75:1:00 before a second step-up may occur.
Upon the occurrence and during the continuance of an event of default under the Amended Credit Agreement and after any applicable cure period, subject to specified exceptions, the administrative agent may, and at the request of the requisite lenders is required to, accelerate the loans under the Amended Credit Agreement or terminate the lenders' commitments under the Amended Credit Agreement. Specified subsidiaries of the Company are excluded from the representations and warranties, the events of default, and the restrictions contained in certain of the covenants under the Amended Credit Agreement.
The foregoing description of the Amended Credit Agreement is qualified in its
entirety by reference to the full text of the Amended Credit Agreement, which is
attached hereto as Exhibit 10.1 and incorporated herein by reference. Each of
the lenders and issuing banks party to the Amended Credit Agreement, Citibank
and certain of their respective affiliates have performed or may in the future
perform various commercial banking, lending, investment banking, financial
advisory, trustee, hedging or other services for the Company,
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 10.1 Fourth Amended and Restated Revolving Credit Agreement, dated as ofDecember 5, 2019 , by and amongCF Industries Holdings, Inc. ,CF Industries, Inc. ,Citibank, N.A ., as administrative agent, the issuing banks from time to time party thereto, and the lenders from time to time party thereto. 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)
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