ALBANY INTERNATIONAL CORP. (NYSE:AIN) Files An 8-K Entry into a Material Definitive Agreement

ALBANY INTERNATIONAL CORP. (NYSE:AIN) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

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Item 1.02 TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT

Item 2.03 CREATION OF A DIRECT FINANCIAL OBLIGATION

On November 7, 2017, Albany International Corp. (the “Registrant” or the “Company”) entered into a $685 million, unsecured Five-Year Revolving Credit Facility Agreement (the "New Agreement") with JPMorgan Chase Bank, N.A., as Administrative Agent (the “Agent”) and other lenders. JPMorgan Chase Bank, N.A., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Wells Fargo Securities, LLC, and The Bank of Tokyo-Mitsubishi UFJ, Ltd. acted as Co-Lead Arrangers and Joint Bookrunners for the syndication of the New Agreement. The Bank of America, N.A., Wells Fargo Bank, National Association and The Bank of Tokyo-Mitsubishi UFJ, Ltd acted as Co-Syndication Agents. The other lenders participating in the New Agreement are The Branch Banking and Trust Company, Citizens Bank, N.A., and TD Bank, N.A. (who, collectively, also acted as Co-Documentation Agents) as well as Nordea Bank AB and KeyBank. The New Agreement amends and restates a $550 million five-year facility agreement dated April 8, 2016 (the “Original Agreement”), with the same Agent and Lenders.

The New Agreement contains customary terms, as well as affirmative covenants, negative covenants and events of default that are substantially comparable to those in the Original Agreement. The Borrowings are guaranteed by certain of the Registrant's subsidiaries, including all significant U.S. subsidiaries (subject to certain exceptions), as were borrowings under the Original Agreement.

The applicable interest rate for borrowings under the New Agreement, as well as under the Original Agreement, is LIBOR plus a spread, based on the Registrant’s leverage ratio at the time of borrowing. Spreads under the New Agreement are the same as those under the Original Agreement. The applicable interest rate for borrowings on November 7 was LIBOR plus 150.0 basis points (or 2.74% for a one-month borrowing).

On May 6, 2016, we terminated our interest rate swap agreements that had effectively fixed the interest rate on up to $120 million of revolving credit borrowings, in order to enter into a new interest rate swap with a greater notional amount, and the same maturity as the Original Agreement. We paid $5.2 million to terminate the swap agreements and that cost will be amortized into interest expense through June 2020.

On May 9, 2016, we entered into interest rate hedging transactions for the period May 16, 2016 through March 16, 2021. These transactions have the effect of fixing the LIBOR portion of the effective interest rate (before addition of the spread) on $300 million of indebtedness, whether drawn under either the Original Agreement or the New Agreement, at the rate of 1.245% during the period. Under the terms of these transactions, we pay the fixed rate of 1.245% and the counterparties pay a floating rate based on the one-month LIBOR rate at each monthly calculation date, which on November 7, 2017 was 1.24%, during the swap period. On November 7, 2017, the all-in-rate on the $300 million of debt was 2.745%.

The Agent and certain of the Lenders or their affiliates have from time to time performed, and may in the future perform, various investment banking, financial advisory and other lending services for the Company and its affiliates, for which they have received and will receive customary fees.

A copy of the Agreement is being filed as an exhibit. A copy of the Original Agreement was previously filed as an exhibit to the Company's Current Report on Form 8-K filed April 8, 2016.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are being furnished herewith:

10(k)(xix)

$685 million Five-Year Revolving Credit Facility Agreement among Albany International Corp., the other Borrowers named therein, the Lenders Party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, dated as of November 7, 2017.

Index to Exhibits


ALBANY INTERNATIONAL CORP /DE/ Exhibit
EX-10.(K)(XIX) 2 e76441ex10kxix.htm CREDIT FACILITY AGREEMENT Exhibit 10(k)(xix)         EXECUTION VERSION         US$685,…
To view the full exhibit click here

About ALBANY INTERNATIONAL CORP. (NYSE:AIN)

Albany International Corp. is a textiles and materials processing company. The Company operates through two segments: Machine Clothing (MC) and Albany Engineered Composites (AEC). Its MC segment supplies permeable and impermeable belts used in the manufacture of paper, paperboard, nonwovens, fiber cement and various other industrial applications. The segment also supplies customized, consumable fabrics used in the manufacturing process in the pulp, corrugator, nonwovens, fiber cement, building products, and tannery and textile industries. Its AEC segment includes Albany Safran Composites, LLC (ASC), in which its customer SAFRAN Group owns interest and provides engineered, advanced composite structures based on its technology to customers in the aerospace and defense industries. The segment also designs, develops and manufactures advanced composite parts for aerospace and other applications, using a range of core technologies. It operates approximately 20 plants in over 10 countries.

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