Item 1.01. Entry into a Material Definitive Agreement
On
The Company used approximately
The Notes were issued under an indenture, dated as of
Interest on the Notes is payable semiannually in arrears on
The Company may redeem all or part of the 2025 Notes and 2028 Notes at any time
prior to
If a "change of control triggering event" (as defined in the Indenture) occurs, holders of the Notes will have the option to require the Company to purchase for cash all or a portion of their Notes at a price equal to 101% of the principal amount of the Notes, plus accrued and unpaid interest, if any, to the date of settlement. In addition, if the Company makes certain asset sales and does not reinvest the proceeds thereof or use such proceeds to repay certain debt, it will be required to use the proceeds of such asset sales to make an offer to purchase the Notes at a price equal to 100% of the principal amount of the Notes, plus accrued and unpaid interest, if any, to the date of settlement.
The Indenture contains restrictive covenants limiting the ability of the Company and its restricted subsidiaries (as defined in the Indenture) to, among other things, incur additional indebtedness or issue certain shares of capital stock, grant or permit to exist liens on certain assets to secure debt, pay dividends or make other equity distributions, purchase or redeem capital stock, make certain investments, sell assets, agree to certain restrictions on the ability of restricted subsidiaries to make payments to the Company, consolidate, merge, sell or otherwise dispose of all or substantially all assets, or engage in transactions with affiliates. The Indenture also contains customary events of default.
A copy of the Indenture is attached as Exhibit 4.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 1.01. The forms of the Notes (included as Exhibit A-1 and Exhibit A-2 of the Indenture attached as Exhibit 4.1 hereto) are attached as Exhibit 4.2 and Exhibit 4.3 to this Current Report on Form 8-K and are incorporated by reference herein. The descriptions of the material terms of the Indenture and the Notes are qualified in their entirety by reference to such exhibits.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant
The disclosures above under Item 1.01 of this Current Report on Form 8-K are also responsive to Item 2.03 of this Current Report on Form 8-K and are incorporated by reference into this Item 2.03.
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Item 9.01. Financial Statements and Exhibits
(d) Exhibits Exhibit Number Exhibit Description Indenture, dated as ofJanuary 27, 2020 , among the Company, the Guarantors and 4.1 the Trustee. Form of 2025 Notes (included as Exhibit A-1 to the Indenture filed as Exhibit 4.2 4.1). Form of 2028 Notes (included as Exhibit A-2 to the Indenture filed as Exhibit 4.3 4.1).
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