Item 1.01 Entry into a Definitive Material Agreement.
On
The Credit Agreement provides for a secured revolving line of credit initially
of up to
Except as set forth in the Credit Agreement, borrowings under the Revolving Credit Facility bear interest at a rate equal to Term SOFR (as defined in the Credit Agreement) plus 4.10%. The Company is required to make monthly interest payments on the Revolving Credit Facility, with the entire principal payment due at maturity.
Pursuant to the Credit Agreement, the Company granted to the Agent, for itself and the Lenders, a first priority security interest in all existing and future acquired assets owned by the Company.
The Credit Agreement contains certain customary covenants that, subject to certain exceptions, limit the Company's ability to, among other things, (i) create, incur, assume or permit to exist any additional indebtedness or additional liens; (ii) enter into any amendment or other modification of certain agreements; (iii) consolidate or merge with or into another company or dispose of assets; (iv) pay cash dividends or repurchase shares of the Company's capital stock; (v) make certain investments; and (vi) enter into transactions with the Company's affiliates.
The Credit Agreement also contains customary indemnification obligations and customary events of default, including, among other things, (i) non-payment, (ii) breach of representations or warranties, (iii) non-performance of covenants and obligations, (iv) default on other indebtedness, (v) certain judgments, (vi) bankruptcy and insolvency, (vii) impairment of security, (viii) termination of a pension plan, (ix) occurrence of certain regulatory events, and (x) occurrence of a material adverse effect.
If the Credit Agreement is terminated prior to the maturity date, the Company must pay a prepayment fee equal to 3.0% of the terminated commitment amount for the first year following the closing date of the Credit Agreement, 2.0% of the terminated commitment amount for the second year following the closing date of the Credit Agreement and 1.0% of the terminated commitment amount for the third year following the closing date and thereafter. The customary fees on the Revolving Credit Facility include an unused line fee based on the average unused portion of the Revolving Credit Facility, payable monthly in arrears.
The foregoing description of the Credit Agreement is qualified in its entirety
by reference to such document, a copy of which will be filed as an exhibit to
the Company's Quarterly Report on Form 10-Q for the quarter ending
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01 above is hereby incorporated by reference into this Item 2.03.
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