STANDARD MOTOR PRODUCTS, INC. : entering into a material definitive agreement, terminating a material definitive agreement, creating a direct financial obligation or an obligation under an off-balance sheet arrangement of a registrant, financial statements and exhibits (Form 8 -K)
Item 1.01. Conclusion of a significant definitive agreement.
Borrowings under the Credit Agreement will be used to repay all outstanding borrowings under the existing 2015 Credit Agreement and to pay certain fees and expenses incurred under the Credit Agreement and for other general purposes. of the company and its subsidiaries. The term loan is amortized in quarterly installments of 1.25% during each of the first four years and in quarterly installments of 2.5% during the fifth year of the credit agreement. The renewable installation has a
The Company may, with the agreement of one or more existing lenders or other financial institutions that are not currently parties to the credit agreement, increase the commitments of the revolving facility or obtain additional term loans from a total amount not exceeding (x) the greater of the following amounts: (i)
The Company will also pay the lenders under the Revolving Facility a commitment fee on the actual daily excess of each lender’s commitment over its outstanding credit exposure under the Revolving Facility. This commitment fee will vary between 0.15% and 0.25% per annum, and is also based on the total net leverage ratio of the Company and its restricted subsidiaries. The Company may prepay the Revolving Loans and terminate the Revolving Loan Commitments, in whole or in part, at any time without premium or penalty, subject to certain conditions.
The Company’s obligations under the Credit Agreement are guaranteed by its principal national subsidiaries (each, a “Guarantor”), and the Company’s and any Guarantor’s obligations are secured by a perfected first priority charge on the substantially all existing and future personal property owned by the Company and each Guarantor, subject to certain exceptions. The ancillary security described above also secures certain banking service obligations and interest rate swaps and foreign exchange obligations or other hedging obligations of the Company owed to one of the then existing lenders or one of its companies. affiliates. Along with the Company entering into the Credit Agreement, the Company also entered into an interest rate swap agreement with
The Credit Agreement contains customary covenants limiting, among other things, the formation of additional indebtedness, the creation of liens, mergers, consolidations, liquidations and dissolutions, sales of assets, dividends and other payments relating to shareholdings, acquisitions, investments, loans and guarantees, subject, in each case, to the usual exceptions, thresholds and baskets. The Credit Agreement also contains customary events of default.
The Administrator and the other parties to the Credit Agreement have provided in the past, and may provide in the future, certain commercial banking, financial advisory, investment banking and other services for the Company and its affiliates in the normal course of their activities, so that they have received and may continue to receive the usual compensation and expense reimbursements.
The description of the Credit Agreement set forth above is qualified in its entirety by reference to the Credit Agreement filed as Schedule 10.1 hereto and incorporated herein by reference.
Section 1.02. Termination of a Material Definitive Agreement.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under a
Off-Balance Sheet Arrangement of a Registrant.
The information set out in point 1.01 above is incorporated by reference in this point 2.03.
Section 9.01. Financial statements and supporting documents.
(d) Exhibits. 10.1 Credit Agreement, dated as of
June 1, 2022, among Standard Motor Products, Inc., as Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent, Bank of America, N.A. and Wells Fargo Bank, National Association, as Co-Syndication Agents, J.P. Morgan Securities LLC, as Sustainability Structuring Agent, JPMorgan Chase Bank, N.A., as Sole Bookrunner, JPMorgan Chase Bank, N.A., BofA Securities, Inc.and Wells Fargo Securities, LLC, as Joint Lead Arrangers, and the lenders named therein. 99.1 Press release dated June 2, 2022announcing a new credit facility. 104 Cover Page Interactive Data File--the cover page XBRL tags are embedded within the Inline XBRL document.
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