Item 1.01 Entry into a Material Definitive Agreement.
2022 Credit Agreement OnJanuary 10, 2022 (the "Closing Date"),Franklin Resources, Inc. , aDelaware corporation (the "Company"), entered into a credit agreement (the "2022 Credit Agreement"), by and among the Company, as borrower, the financial institutions from time to time party thereto, as lenders, andBank of America, N.A ., as administrative agent, pursuant to which the Company established a 364 day revolving credit facility with aggregate commitments of$500,000,000 (the "Revolving Credit Facility"). As of the Closing Date, there were no amounts outstanding under the 2022 Credit Agreement. Amounts outstanding under the 2022 Credit Agreement bear interest at an annual rate equal to, at the option of the Company, either (i) a base rate equal to the highest of (a) the federal funds rate plus 0.5%, (b) the prime rate ofBank of America, N.A ., (c) the Bloomberg Short-Term Bank Yield Index rate (the "BSBY Rate") plus 1.00%, and (d) 1.00%, plus, in each case, an applicable margin equal to 0.65%; or (ii) the BSBY rate (provided that the BSBY Rate shall not be less than 0.00%), plus an applicable margin equal to 0.65%. The Company is also required to pay an annual commitment fee equal to 0.05% on the average unused amount of the Revolving Credit Facility payable quarterly. At any time, subject to timely prior written notice, the Company may terminate the commitments under the Revolving Credit Facility in full or in part or prepay loans outstanding under the Revolving Credit Facility in whole or in part, subject to the payment of BSBY breakage fees, if any. The 2022 Credit Agreement contains customary affirmative and negative covenants, including covenants that affect, among other things, the ability of the Company's subsidiaries to incur additional indebtedness and limit the ability of the Company and its subsidiaries to create liens, merge or dissolve, dispose of assets and change the nature of their respective business, subject to customary exceptions, thresholds, qualifications and "baskets." In addition, the 2022 Credit Agreement contains a financial performance covenant, requiring that the Company maintains a consolidated net leverage ratio, measured as of the last day of each fiscal quarter, of no greater than 3.00 to 1.00. The repayment obligation under the 2022 Credit Agreement may be accelerated (and commitments under the Revolving Credit Facility terminated) upon the occurrence of an event of default thereunder, including, among other things, failure to pay principal or interest on a timely basis, material inaccuracy of any representation or warranty, failure to comply with covenants, cross-default, change of control, certain insolvency or bankruptcy-related events and material judgments, subject, in each case, to any applicable grace and/or cure periods. Borrowings under the 2022 Credit Agreement may be used for general corporate purposes. The foregoing description of the 2022 Credit Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the 2022 Credit Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein. Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.
The disclosure contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description 10.1 Credit Agreement, dated as ofJanuary 10, 2022 , by and amongFranklin Resources, Inc. , as borrower, the financial institutions from time to time party thereto, as lenders, andBank of America, N.A ., as administrative agent. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) - 2 -
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