Simpson Manufacturing Co., Inc. Enters into Fourth Amendment to Credit Agreement
July 14, 2021 at 04:58 pm
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On July 12, 2021, Simpson Manufacturing Co., Inc. entered into the fourth amendment to the credit agreement dated as of July 27, 2012 among the company, Wells Fargo Bank, National Association, MUFG Union Bank, N.A. (f/k/a Union Bank, N.A.), HSBC Bank USA, N.A., and Bank of Montreal, as lenders, Wells Fargo, in its separate capacities as Swing Line Lender and L/C Issuer and as Administrative Agent, and Simpson Strong-Tie Company Inc. and Simpson Strong-Tie International, Inc. as guarantors of the company’s obligations under the credit agreement. The material terms of the credit agreement are described in the Form 8-K filed by the company on August 1, 2012. The amendment, which includes customary representations and warranties, amends the credit agreement to, among other things, extend the term of the credit agreement from July 23, 2022, to July 12, 2026; reduce the applicable margin; modify certain negative covenants to provide additional flexibility and improve the financial covenant to add a net debt test and the required ratios. The company is required to pay an annual facility fee of 0.10% to 0.25% on the available commitments under the credit agreement, regardless of usage, with the applicable fee determined on a quarterly basis based on the company’s net leverage ratio. Amounts borrowed under the credit agreement will bear interest at an annual rate equal to either, at the company’s option, the rate for Eurocurrency deposits for the corresponding deposits of U.S. dollars as published by the ICE Benchmark Administration Limited, a United Kingdom company, or a comparable or successor quoting service approved by the Administrative Agent (the LIBOR Rate), adjusted for any reserve requirement in effect, plus a spread of from 0.65% to 1.50%, as determined on a quarterly basis based on the company’s net leverage ratio; or a base rate, plus a spread of 0.00% to 0.50%, as determined on a quarterly basis based on the company’s net leverage ratio. The base rate is defined in a manner such that it will not be less than the LIBOR Rate. The company will pay fees for standby letters of credit at an annual rate equal to the LIBOR Rate plus the applicable spread described in the preceding clause and will pay market-based fees for commercial letters of credit. The spread applicable to a particular LIBOR Rate loan or base rate loan depends on the consolidated net leverage ratio of the company and its subsidiaries at the time the loan is made. Loans outstanding under the credit agreement may be prepaid at any time without penalty except for LIBOR Rate breakage costs and expenses. The credit agreement contains customary LIBOR replacement language.
Simpson Manufacturing Co., Inc., through its subsidiary, Simpson Strong-Tie Company Inc. designs, engineers and manufactures structural solutions for wood, concrete, and steel connections. Its wood construction products include connectors, truss plates, fastening systems, fasteners and shearwalls, and concrete construction products. Its wood construction products are used in light-frame building applications. Its concrete construction products include adhesives, chemicals, mechanical anchors, carbide drill bits, fiber reinforced materials and other repair products used for protection and strengthening structures. Its concrete construction products are used in concrete, masonry and steel construction. It markets its products to the residential construction, light industrial and commercial construction, remodeling and do-it-yourself markets. It also operates as designer and manufacturer and distributor of fixing and fastening solutions for the European building and construction market.