Item 1.01. Entry into a Material Definitive Agreement.
On April 10, 2020, Equifax Inc. (the "Company") and certain of its subsidiaries
entered into the First Amendment to Credit Agreement (the "Amendment"), which
amends the Company's existing Credit Agreement, dated September 27, 2018, with
the lenders party thereto and Truist Bank, successor by merger to SunTrust Bank,
as administrative agent (the "Credit Agreement"), in relation to a revolving
credit facility in the aggregate available principal amount of $1.1 billion.
The Amendment increases the maximum leverage ratio, defined as consolidated
funded debt divided by consolidated EBITDA for the preceding four quarters, to
(i) 4.5 to 1.0 for fiscal quarters ending on June 30, 2020 through and including
September 30, 2021 and (ii) 4.0 to 1.0 for the fiscal quarter ending on
December 31, 2021. The maximum leverage ratio will return to 3.5 to 1.0
beginning with the fiscal quarter ending March 31, 2022 and thereafter.
Beginning January 1, 2021, the Company may also elect to increase the maximum
leverage ratio by 0.5 to 1.0 (not to exceed 4.5 to 1.0) in connection with
certain material acquisitions if the Company satisfies certain requirements.
The Amendment also (i) permits cash in excess of $200 million to be netted
against debt in the calculation of the leverage ratio through September 30,
2021, subject to certain restrictions and (ii) extends the add-back of certain
expenses related to the 2017 cybersecurity incident to the definition of
Consolidated EBITDA through December 31, 2021.
Except as amended by the Amendment, the remaining terms of the Credit Agreement
remain in full force and effect. The foregoing description of the Amendment is
only a summary, does not purport to be complete and is qualified in its entirety
by reference to the full text of the Amendment, which is filed as Exhibit 10.1
hereto, and is incorporated herein by reference.
Item 2.02. Results of Operations and Financial Condition.
The information contained in Item 7.01 below is incorporated by reference into
this Item 2.02.
Item 7.01. Regulation FD Disclosure
At March 31, 2020, the Company had approximately $370 million in cash and
$1.2 billion available under its revolving credit facility and receivables
funding facility. The Amendment described above is intended to provide the
Company with additional financial flexibility.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. Description
10.1 First Amendment to Credit Agreement, dated as of April 10, 2020,
by and between Equifax Inc., Equifax Limited, Equifax Canada Co.,
Equifax Australia Holdings Pty Limited, and Truist Bank, as
administrative agent.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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