Item 1.01 Entry into a Material Definitive Agreement.
On
No funds are being borrowed by, and no letters of credit will be issued to, the Company at this time other than an existing standby letter of credit. Any future credit extensions under the Credit Agreement are subject to customary conditions precedent. The proceeds of any loans are expected to be used for general corporate purposes.
All borrowings under the Credit Facility will bear interest, at the Company's
option, at a rate per annum equal to (A) the sum of (i) the greatest of (a) the
prime rate (last quoted by The Wall Street Journal as the prime rate in the
In addition to paying interest on outstanding principal under the Credit Agreement, the Company is required to pay a commitment fee to the lenders under the Credit Facility in respect of unutilized revolving loan commitments and a fronting fee to the issuing bank with respect to letters of credit. The Company is also required to pay a participation fee to the administrative agent for the account of each lender with respect to the Company's participations in letters of credit at the then applicable rate, ranging from 1.50% to 2.25%, on the average daily amount of each lender's letter of credit exposure.
The Credit Facility will mature on
The Credit Agreement permits the Company to prepay any or all of the outstanding loans or to reduce the commitments under the Credit Facility without incurring premiums or penalties (except LIBOR breakage costs).
The Credit Agreement contains customary affirmative and negative covenants, including incurrence covenants and certain other limitations on the ability of the Company and the Company's subsidiaries to incur additional debt, guarantee other obligations, grant liens on assets, make investments or acquisitions, dispose of assets, pay dividends or other payments on capital stock, make restricted payments, engage in mergers or consolidations, enter into certain swap agreements, engage in transactions with affiliates, and enter into certain restrictive agreements. Immaterial subsidiaries of the Company are not subject to certain of the affirmative and negative covenants.
The Credit Agreement requires that the Company's consolidated total net leverage
ratio tested on the last day of each fiscal quarter not exceed 2.5 to 1.0, and
that the Company's consolidated adjusted EBITDA for the trailing twelve month
period ending as of the last day of each fiscal quarter (commencing with the
twelve month period ended
The Credit Agreement contains customary events of default (subject to customary cure periods and materiality thresholds).
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Subject to satisfaction of certain specified conditions, the Company is
permitted to upsize the Credit Facility by up to
The foregoing description of the Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of such agreement, which is attached hereto as Exhibit 10.1 and is incorporated by reference herein.
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 under Item 1.01 is hereby incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 10.1 Credit Agreement, dated as ofNovember 13, 2020 , amongMarketAxess Holdings Inc. , aDelaware corporation, the lenders party thereto andJPMorgan Chase Bank, N.A ., as administrative agent. 104 Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document).
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