ITEM 1.01 Entry into a Material Definitive Agreement.
On July 26, 2021, Box, Inc., a Delaware corporation (the "Company") entered into
Amendment No. 4 to the Credit Agreement dated as of November 27, 2017 (as
amended, restated, amended and restated, supplemented or otherwise modified from
time to time, the "Credit Agreement"), between the Company and Wells Fargo Bank,
National Association. The amendment, among other changes, (a) decreases the
revolving commitments from $100.0 million to $65.0 million, (b) extends the
maturity date of borrowings under the Credit Agreement from July 12, 2022 to
July 26, 2024, (c) amends the financial covenants to provide for a maximum
senior secured leverage ratio of 3.00 to 1.00, a maximum total leverage ratio of
6.00 to 1.00 and a minimum interest coverage ratio of 3.00 to 1.00, in each
case, determined in accordance with the terms of the Credit Agreement, and
(d) amends certain of the covenants to provide the Company with greater
flexibility to, among other things, consummate acquisitions, grant liens, pay
dividends and distributions, repurchase its equity interests, make investments
and dispose of assets. In addition, pursuant to the amendment, the revolving
loans will accrue interest at a prime rate plus a margin ranging from 0.15% to
0.65% or, at the Company's option, a LIBOR rate (based on one, three or
six-month interest periods) plus a margin ranging from 1.15% to 1.65%, in each
case determined based on the Company's senior secured leverage ratio. As of
July 26, 2021, there was $30 million in revolving loans outstanding and
$19 million in letters of credit issued under the Credit Agreement.
Additional details of the Credit Agreement were previously disclosed in the
Company's Current Reports on Form 8-K filed with the Securities and Exchange
Commission on November 29, 2017 and July 12, 2019, and are incorporated herein
by reference.
The foregoing description of the amendment does not purport to be complete and
is qualified in its entirety by the terms and conditions of the amendment, which
is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
ITEM 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information related to the Credit Agreement set forth in Item 1.01 above is
incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No. Description
10.1 Amendment No. 4 to Credit Agreement, dated as of July 26, 2021, by
and between Box, Inc. and Wells Fargo Bank, National Association.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses