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ARC LOGISTICS PARTNERS LP (NYSE:ARCX) Files An 8-K Entry into a Material Definitive Agreement

ARC LOGISTICS PARTNERS LP (NYSE:ARCX) Files An 8-K Entry into a Material Definitive AgreementItem 1.01.

Entry into a Material Definitive Agreement.

On November21, 2017, Arc Terminals Holdings LLC, as borrower, together with Arc Logistics Partners LP (the “Partnership”) and certain of its other subsidiaries, as guarantors, entered into the Sixth Amendment to the Second Amended and Restated Revolving Credit Agreement (the “Sixth Amendment,” and such credit agreement, the “Credit Agreement”). The Sixth Amendment principally modifies certain provisions of the Credit Agreement to (i)permit the Partnership to maintain a total leverage ratio of up to 5.00 to 1.00 through maturity (unless the Partnership receives the “Parent Termination Fee” under that certain Purchase Agreement and Plan of Merger entered into as of August29, 2017 with Zenith Energy U.S., L.P. and the other parties thereto (the “Merger Agreement” and the merger related thereto, the “Merger”), then the maximum total leverage ratio permissible under the Credit Agreement shall be decreased to 4.75 to 1.00 through maturity), (ii) extend the maturity date of the Credit Agreement from November12, 2018 to June30, 2019 and (iii)permit fees and expenses paid by the Partnership in connection with the Merger (whether or not consummated) to be added back to the calculation of adjusted EBITDA in an aggregate amount not to exceed $3.5million.

The foregoing description of the Sixth Amendment is not complete and is qualified in its entirety by reference to the full text of the Sixth Amendment, which is attached hereto as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference into this Item 1.01.

Item 1.01. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth under Item 1.01 is incorporated herein by reference.

Item 1.01. Financial Statements and Exhibits.

ExhibitNo.

Description

10.1 Sixth Amendment to Second Amended and Restated Revolving Credit Agreement, dated as of November 21, 2017, by and among Arc Logistics Partners LP, Arc Logistics LLC, Arc Terminals Holdings LLC, as Borrower, Arc Terminals New York Holdings, LLC, Arc Terminals Mobile Holdings, LLC, Arc Terminals Mississippi Holdings LLC, Arc Terminals Colorado Holdings LLC and Arc Terminals Pennsylvania Holdings LLC, the Lenders party thereto and SunTrust Bank, as Administrative Agent.

2

Arc Logistics Partners LP ExhibitEX-10.1 2 d495063dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 EXECUTION VERSION SIXTH AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT THIS SIXTH AMENDMENT TO SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this “Amendment”) is made and entered into as of November 21,…To view the full exhibit click here
About ARC LOGISTICS PARTNERS LP (NYSE:ARCX)
Arc Logistics Partners LP owns, operates, develops and acquires a portfolio of complementary energy logistics assets. The Company is engaged in the terminaling, storage, throughput and transloading of crude oil and petroleum products. It is focused on growing its business through the optimization, organic development and acquisition of terminaling, storage, rail, pipeline and other energy logistics assets. It offers storage and throughput services fees, and ancillary services fees. The Company operates through terminal and transloading facilities segment. The Company’s energy logistics assets are located in the East Coast, Gulf Coast, Midwest, Rocky Mountains and West Coast regions of the United States, and supply a group of third-party customers, including oil companies, independent refiners, crude oil and petroleum product marketers, distributors and various industrial manufacturers.

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