Ameresco, Inc. (NYSE:AMRC) Files An 8-K Entry into a Material Definitive AgreementItem 1.01.Entry into a Material Definitive Agreement.
On June 29, 2017, Ameresco, Inc. (“Ameresco”) entered into an amendment to its third amended and restated bank credit facility with Bank of America, N.A. and Webster Bank, N.A., for which Bank of America, N.A. acts as Administrative Agent (the “Credit Agreement Amendment”). Among other things, the amendment increases the amount of the revolving commitment by the lenders under the credit facility by $15million to an aggregate of $75 million. The amendment also amends the financial covenants to require a ratio of Total Funded Debt to EBITDA (each as defined in the agreement) of less than 2.75 to 1.00 through maturity. Previously, this covenant was scheduled to be reduced to less than 2.00 to 1.00 beginning with the quarter ending September 30, 2017. Ameresco expects to use the additional capacity for general corporate purposes of Ameresco and its subsidiaries, including permitted acquisitions, refinancing of existing indebtedness and working capital. Immediately following the closing, there was approximately $27.2million of borrowings outstanding under the revolving credit facility and $27.0 million outstanding under the term loan.
The interest rate for borrowings under the credit facility is based on, at Ameresco’s option, either (1) a base rate equal to a margin of 0.50% or 0.25%, depending on Ameresco’s ratio of Total Funded Debt to EBITDA, over the highest of (a)the Federal funds effective rate, plus 0.50%, (b) Bank of America’s prime rate and (c) a rate based on the London interbank deposit rate (“LIBOR”) plus 1.50%, or (2) the one-, two-, three- or six-month LIBOR plus a margin of 2.00% or 1.75%, depending on Ameresco’s ratio of Total Funded Debt to EBITDA. A commitment fee of 0.375% is payable quarterly on the undrawn portion of the revolving credit facility. Immediately following the closing, the interest rate for borrowings under the revolving credit facility was 4.75%.
Other than Webster Bank, N.A., the lenders, agents and other parties to Amendment No. 6 to the Third Amended and Restated Credit and Security Agreement (the “Credit Agreement Amendment”), and their affiliates, have in the past provided, and may in the future provide, investment banking, underwriting, lending, commercial banking, capital markets and other advisory services to Ameresco or its subsidiaries; they have received, and may in the future receive, customary compensation from Ameresco or its subsidiaries for such services.
The foregoing description of our credit facility, as amended, is not complete and is subject to and qualified in its entirety by reference to (i) our credit facility, a copy of which is attached as Exhibit 10.1 to our Current Report on Form 8-K dated June 30, 2015, (ii) the first and second amendments to our credit facility, copies of which are attached as Exhibits 10.1 and 10.2, respectively, to our Quarterly Report on Form10-Q for the quarter ended June 30, 2016, (iii) the third amendment to our credit facility, a copy of which is attached as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended September 30, 2016, (iv) the fourth amendment to our credit facility, a copy of which is attached as Exhibit 10.1 to our Current Report on Form 8-K dated November 17, 2016, (v) the fifth amendment to our credit facility, a copy of which is attached as Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2017 and (vi)the Credit Agreement Amendment, a copy of which is attached hereto as Exhibit 10.1, each of which is incorporated herein by reference.
Item 2.03.Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.
The discussion in Item 1.01 is incorporated herein by reference.
Item 9.01.Financial Statements and Exhibits.
(d) Exhibits
The exhibit listed on the Exhibit Index immediately following the page is filed as part of this Current Report on Form8-K.
Ameresco, Inc. ExhibitEX-10.1 2 ex101amendmentno6.htm EXHIBIT 10.1 Exhibit Exhibit 10.1AMENDMENT NO. 6 TO THIRD AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT This AMENDMENT NO. 6 TO THIRD AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT is dated as of June 29,…To view the full exhibit click here
About Ameresco, Inc. (NYSE:AMRC)
Ameresco, Inc. is a provider of energy efficiency, infrastructure upgrades, asset sustainability and renewable energy solutions for businesses and organizations. The Company’s principal service is the development, design, engineering and installation of projects. Its U.S. Regions, U.S. Federal and Canada segments offer energy efficiency products and services, which include the design, engineering and installation of equipment and other measures; renewable energy solutions and services, and operations and maintenance (O&M) services. The Company’s Small-Scale Infrastructure segment sells electricity, processed landfill gas (LFG), heat or cooling, produced from renewable sources of energy and generated by small-scale plants that it owns. The Company’s Small-Scale Infrastructure segment also includes certain small-scale plants developed for customers. The All Other segment offers enterprise energy management services, consulting services and integrated-photovoltaic (PV).
