HERITAGE-CRYSTAL CLEAN, INC. (NASDAQ:HCCI) Files An 8-K Entry into a Material Definitive Agreement

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HERITAGE-CRYSTAL CLEAN, INC. (NASDAQ:HCCI) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement.

On February 21, 2017, Heritage-Crystal Clean, LLC, an Indiana
limited liability company (the Company), entered into a new
Credit Agreement (the “Agreement”), by and among the Company,
its parent, Heritage-Crystal Clean, Inc., and the Companys
subsidiaries identified therein and Bank of America, N.A., as
administrative agent. The Agreement replaces the Company’s third
amended previous Credit Agreement dated as of June 29, 2015.
The Agreement provides for borrowings of up to $95.0 million, of
which $65.0 million is in the form of a revolving facility and
$30.0 million is available in the form of a Term A loan. The Term A
loan will mature on February 21, 2022. Loans made under the
Agreement, as amended, may be Base Rate Loans or LIBOR Rate Loans,
at the election of the Borrower subject to certain exceptions. Base
Rate Loans have an interest rate equal to (i) the higher of (a) the
federal funds rate plus 0.5%, (b) the London Interbank Offering
Rate (LIBOR) plus 1%, or (c) Bank of America’s prime rate, plus
(ii) a variable margin of between 0.75%>and 1.75%>depending
on the Company’s total leverage ratio, calculated on a
consolidated basis. LIBOR rate loans have an interest rate equal to
(i) the LIBOR rate plus (ii) a variable margin of between
1.75%>and 2.75%>depending on the Company’s total leverage
ratio. Amounts borrowed under the Credit Agreement are secured by a
security interest in substantially all of the Company’s tangible
and intangible assets.
As of the Effective date of February 21, 2017, the effective
interest rate on the Term A loan was 3.28% and the effective rate
on the revolving loan was 3.28%.
The Agreement contains customary terms and provisions (including
representations, covenants, and conditions) for transactions of
this type. Certain covenants, among other things, restrict the
Company’s and its Subsidiaries’ ability to incur indebtedness,
grant liens, make investments and sell assets. The Agreement
contains customary events of default, covenants and representations
and warranties. Financial covenants include:
An interest coverage ratio (based on interest expense and
EBITDA) of at least 3.5 to 1.0;
A total leverage ratio no greater than 3.0 to 1.0, provided
that in the event of a permitted acquisition having an
aggregate consideration equal to $10.0 million or more, at
the Borrowers election, the foregoing 3.00 to 1.00 shall be
deemed to be 3.25 to 1.00 for the fiscal quarter in which
such permitted acquisition occurs and the three immediately
following fiscal quarters and will thereafter revert to
3.00 to 1.00;
A capital expenditures covenant limiting capital
expenditures to $100.0 million plus, if the capital
expenditures permitted have been fully utilized, an
additional amount for the remaining term of the Agreement
equal to 35% of EBITDA for the thirteen four-week periods
most recently ended immediately prior to the full
utilization of such $100.0 million basket
The Credit Agreement places certain limitations on acquisitions
and the payment of dividends.
The above description of the Agreement is qualified in its entirety
by reference to the Agreement, a copy of which is attached as
Exhibit 10.1 to this Current Report on Form 8-K and is incorporated
herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information provided in Item 1.01 of this Current Report on
Form 8-K is hereby incorporated by reference into this Item 2.03.
Item 9.01. Financial Statements and Exhibits.
>(d) Exhibits.
10.1 Agreement dated February 21, 2017.


About HERITAGE-CRYSTAL CLEAN, INC. (NASDAQ:HCCI)

Heritage-Crystal Clean, Inc. provides full-service parts cleaning, containerized waste management, used oil collection, vacuum truck services and antifreeze recycling. The Company owns and operates a used oil re-refinery. The Company operates through two segments: Environmental Services and Oil Business. The Company provides hazardous and non-hazardous waste services to small and mid-sized customers in both the manufacturing and vehicle maintenance sectors. The Environmental Services segment consists of its parts cleaning, containerized waste management, vacuum truck, antifreeze and field services. The Company’s services allow its customers to outsource their handling and disposal of parts cleaning solvents, as well as other hazardous and non-hazardous waste. The Oil Business segment consists of used oil collection activities, sale of recycled fuel oil and re-refining activities. Through its re-refining process, the Company recycles used oil into lubricant base oil and by-products.

HERITAGE-CRYSTAL CLEAN, INC. (NASDAQ:HCCI) Recent Trading Information

HERITAGE-CRYSTAL CLEAN, INC. (NASDAQ:HCCI) closed its last trading session 00.00 at 15.05 with 34,952 shares trading hands.