Item 1.01. Entry into Material Definitive Agreements.
On the Closing Date, Merger Sub, as initial borrower (whose rights and
obligations in the Facilities (as defined below) were assumed by the Company as
the surviving entity upon the consummation of the Merger, the "Borrower"),
entered into a credit agreement (the "Credit Agreement") establishing senior
secured credit facilities in an aggregate principal amount of up to
Proceeds of the loans drawn under the Facilities on the Closing Date, together with other sources of funds, were used to refinance the Existing Credit Agreement (as defined below), to pay fees and expenses related thereto and to the other transactions relating to the Merger, for additional cash on the balance sheet and for general purposes of the Company and its subsidiaries. Proceeds of the Revolving Facility drawn after the Closing Date will be used to finance ongoing working capital needs and other general purposes of the Borrowers and their subsidiaries, and interest accrues on the Facilities on a customary basis based on a floating rate, plus a margin.
All obligations under the Facilities are unconditionally guaranteed by certain domestic subsidiaries of the Company and certain of the Company's and their respective assets and equity, as described therein. The Credit Agreement contains customary covenants and payment provisions more fully described therein.
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The foregoing description of the Credit Agreement and the transactions contemplated thereby is not complete and is subject to and qualified in its entirety by reference to the Credit Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K, the terms of which are incorporated herein by reference.
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 contained in Item 1.01 above is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits Exhibit No. Description 2.1* Agreement and Plan of Merger, dated as ofMarch 13, 2020 , by and amongCincinnati Bell Inc. ,Red Fiber Parent LLC andRF Merger Sub Inc. (incorporated by reference to Exhibit 2.1 of the Current Report on Form 8-K filed byCincinnati Bell Inc. onMarch 13, 2020 ). 10.1 Credit Agreement, dated as ofSeptember 7, 2021 , among Red Fiber Parent LLC,RF Merger Sub Inc. ,Goldman Sachs Bank USA , as administrative and collateral agent, each L/C Issuer and SwingLine Lender , each other Lender,Cincinnati Bell Inc. (and as successor in interest toRF Merger Sub Inc. ) and the other parties thereto from time to time. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
* Schedules and exhibits omitted pursuant to Item 601(b)(2) of Regulation S-K.
The Company agrees to furnish supplementally a copy of any omitted schedule or
exhibit upon request by the
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