A. M. CASTLE & CO. (OTCMKTS:CASL) Files An 8-K Entry into a Material Definitive AgreementItem 9.01
Entry into a Material Definitive Agreement.
On June 1, 2018, A.M. Castle & Co., a Maryland corporation (the “Company”) entered into an Amendment No. 1 to Revolving Credit and Security Agreement (the “Credit Agreement Amendment”) by and among the Company, the other borrowers and guarantors party thereto and PNC Bank, National Association as the agent and the lenders, which amends that certain Revolving Credit and Security Agreement dated as of August 31, 2017 (as amended by the Credit Agreement Amendment, the “Expanded Credit Facility”) to provide for additional borrowing capacity.
The Expanded Credit Facility provides for an additional $25 million last out Revolving B credit facility made available in part by way of a participation in the Revolving B credit facility by certain of the company’s shareholders. The Revolving B credit facility will bear interest at 12.0% per annum and which will be paid-in-kind unless the Company elects to pay such interest in cash and the Revolving B payment conditions specified in the Expanded Credit Facility are satisfied. The existing Revolving A credit facility will bear interest based upon a grid with the highest interest rate of LIBOR plus 3%, as set forth in the Expanded Credit Facility. Borrowings under both the existing Revolving A credit facility and Revolving B credit facility will mature on February 28, 2022. The Expanded Credit Facility continues to be secured by substantially all personal property assets of the Company and its domestic subsidiary guarantors.
In connection with the Credit Agreement Amendment, the Company entered into a Supplemental Indenture and Amendment No. 1 (the “Supplemental Indenture”) by and among the Company, the guarantors party thereto and Wilmington Savings Fund Society, FSB, as trustee and collateral agent, which amends that certain Indenture dated as of August 31, 2017 (as amended by the Supplemental Indenture, the “Amended Indenture”). The Supplemental Indenture, among other things, increases the cap on indebtedness under the Expanded Credit Facility to $175 million (plus up to an additional $15 million), as set forth in the Supplemental Indenture.
The Credit Agreement Amendment is filed as Exhibit 10.1 to this Current Report on Form 8-K. The description of the Credit Agreement Amendment and the Expanded Credit Facility does not purport to be complete and is qualified in its entirety by reference to the Credit Agreement Amendment filed as Exhibit 10.1 to this Current Report on Form 8-K.
The Supplemental Indenture is filed as Exhibit 10.2 to this Current Report on Form 8-K. The description of the Supplemental Indenture does not purport to be complete and is qualified in its entirety by reference to the Supplemental Indenture filed as Exhibit 10.2 to this Current Report on Form 8-K.
On June 1, 2018, the Company issued a press release announcing its entry into the Expanded Credit Facility. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.
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Item 9.01 |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The disclosure set forth under “Item 9.01 Entry into a Material Definitive Agreement” is hereby incorporated by reference into this Item 9.01.
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Item 9.01 |
Financial Statements and Exhibits |
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Exhibit Number |
Description |
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10.1 |
Amendment No. 1 to Revolving Credit and Security Agreement dated June 1, 2018 between the Company and certain of its subsidiaries, PNC Bank, National Association, as lender and as administrative and collateral agent, and the other lenders party thereto |
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10.2 |
Supplemental Indenture and Amendment No. 1 dated June 1, 2018 between the Company, certain of its subsidiaries, Wilmington Savings Fund Society, FSB, as Trustee and Collateral Agent |
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99.1 |
Press Release dated June 1, 2018 |
CASTLE A M & CO ExhibitEX-10.1 2 a101amendmentno1torevolvin.htm EXHIBIT 10.1 Exhibit EXHIBIT 10.1AMENDMENT NO. 1 TO REVOLVING CREDIT AND SECURITY AGREEMENTThis AMENDMENT NO. 1 TO REVOLVING CREDIT AND SECURITY AGREEMENT (this “Amendment”) is dated as of June 1,…To view the full exhibit click here
About A. M. CASTLE & CO. (OTCMKTS:CASL)
A. M. Castle & Co. is a specialty metals distribution company. The Company operates through two segments: Metal and Plastics. In its Metals segment, the Company focuses on distributing engineered specialty grades and alloys of metals, as well as providing specialized processing services. Its products include alloy, aluminum, nickel, stainless steel, carbon and titanium. Inventories of these products assume various forms, such as plate, sheet, extrusions, round bar, hexagon bar, square and flat bar, tubing and coil. The Company’s Plastics segment includes its subsidiary, Total Plastics, Inc. (TPI). The Plastics segment stocks and distributes a range of plastics in forms that include plate, rod, tube, clear sheet, tape, gaskets and fittings. Processing activities within this segment include cut-to-length, cut-to-shape, bending and forming according to customer specifications. The Company distributes and performs processing on both metals and plastics.
