ITEM 1.01 Entry into a Material Definitive Agreement
On
Under the New Facility, the Company will pay a facility fee and a variable rate
of interest on outstanding amounts, in each case based on the Company's debt
rating. Based upon the Company's current debt rating, a facility fee of 0.20%
will be paid on the total capacity of the facility. In addition, each borrowing
will result in a rate of interest for the interest period of such borrowing at a
forward-looking term rate based on SOFR plus a margin of 1.425%, or the base
rate as defined in the agreement plus a margin of 0.425%, on the outstanding
principal balance of revolving loans denominated in
The foregoing summary of the New Facility is qualified in its entirety by the
full text of the agreement, a copy of which will be filed as an exhibit to the
Company's Quarterly Report on Form 10-Q for the fiscal quarter ended
Many of the banking firms that are a party to the New Facility or their affiliates have in the past performed, and may in the future from time to time perform, investment banking, financial advisory, lending and/or commercial banking services for the Company and certain of its subsidiaries and affiliates, for which service they have in the past received, and may in the future receive, compensation and reimbursement of expenses.
ITEM 1.02 Termination of a Material Definitive Agreement
The disclosure provided in Item 1.01 of this Form 8-K is hereby incorporated by
reference into this Item 1.02. On
ITEM 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The disclosure provided in Item 1.01 of this Form 8-K is hereby incorporated by reference into this Item 2.03. The New Facility contains provisions relating to default and acceleration of our payment obligations upon the occurrence of an event of default, including without limitation: nonpayment of principal, interest, fees or other amounts; any representation or warranty proving to have been materially incorrect when made or confirmed; failure to perform or observe covenants set forth in the loan documentation within a specified period of time after such failure; cross-defaults to other indebtedness and monetary judgment defaults above certain threshold amounts; bankruptcy and insolvency defaults; actual invalidity of any loan documentation with respect to the New Facility or assertion of such invalidity by us; and customary ERISA defaults.
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The Company has the option to increase the revolving commitment by up to
ITEM 9.01 Financial Statements and Exhibits
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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