Item 1.01 - Entry into a Material Definitive Agreement
On
The Loan Agreement provides for, among other things, a new 364-day delayed draw
term loan facility ("Delayed Draw Term Loan Facility" and the loans thereunder,
the "Delayed Draw Term Loans") in an aggregate principal amount of up to
The Delayed Draw Term Loans will bear interest, at the Company's option, at a
per annum rate equal to either (x) the Adjusted Term SOFR Rate (as defined in
the Loan Agreement) plus an applicable margin varying from 1.750% to 2.625% or
(y) a base rate plus an applicable margin varying from 0.750% to 1.625%, in each
case depending on the corporate family ratings of the Company from at least two
of
The Loan Agreement requires the Company to maintain a maximum total leverage ratio, includes limits on Priority Debt (as defined in the Loan Agreement) and requires certain subsidiaries of the Company to provide guarantees under the Loan Agreement to the extent the conditions providing for such guarantees are met.
The foregoing description is only a summary of certain provisions of the Loan Agreement and is qualified in its entirety by the terms of the Loan Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 2.02 Results of Operations and Financial Condition.
On
In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
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 above regarding the Loan Agreement is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99. 1 Press Release issued by
10.1 Loan Agreement, dated as of
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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