Compass Minerals International, Inc. (NYSE:CMP) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into a Material Definitive Agreement
On December 5, 2018, Compass Minerals International, Inc. (the “Company”) entered into an amendment (the “Amendment”) to the Credit Agreement (the “Credit Agreement”), dated April 20, 2016, among the Company, Compass Minerals Canada Corp., Compass Minerals UK Limited, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto, as amended by the Incremental Amendment, dated September 28, 2016, and by Amendment No. 2, dated September 15, 2017.
The Amendment gives effect to certain amendments to the Credit Agreement, including to (a) the definition of “Consolidated Adjusted EBITDA” to provide for add-backs of up to $50 million through the quarter ending March 31, 2019 relating to the labor strike of unionized employees at the Company’s Goderich Mine that ended on July 16, 2018, (b) permit the Company to sell minority interests in foreign subsidiaries (other than Canadian restricted subsidiaries) and use the proceeds to prepay the term loans, and (c) allow the Company or its restricted subsidiaries to make Restricted Payments (as defined in the Credit Agreement) of up to $100 million per fiscal year or to make prepayments of junior indebtedness of up to the greater of $100 million and 6% of consolidated total assets per fiscal year, in each case, subject to pro forma financial covenant compliance.
The Company has paid certain fees in connection with the Amendment, including a consent fee to each lender approving the Amendment in an amount equal to 0.125% of its respective term loans and revolving commitments under the Credit Agreement.
The foregoing description does not purport to be complete and is qualified in its entirety by reference to the Amendment, a copy of which is attached as Exhibit 10.1 and which is incorporated herein by reference.
Item 9.01Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. |
Exhibit Description |
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Amendment No. 3, dated December 5, 2018, to the Credit Agreement, dated April 20, 2016, among Compass Minerals International, Inc., Compass Minerals Canada Corp., Compass Minerals UK Limited, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto.
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COMPASS MINERALS INTERNATIONAL INC ExhibitEX-10.1 2 a101creditagreementamendme.htm EXHIBIT 10.1 Exhibit Exhibit 10.1[EXECUTION COPY] AMENDMENT NO. 3 dated as of December 5,…To view the full exhibit click here
About Compass Minerals International, Inc. (NYSE:CMP)
Compass Minerals International, Inc. is a holding company. The Company, through its subsidiaries, is engaged in producing and marketing essential minerals, including salt, sulfate of potash (SOP) specialty fertilizer, magnesium chloride and micronutrients. It operates through two segments, which include salt and plant nutrition. The salt segment mines, produces, processes, distributes and markets sodium chloride and magnesium chloride in North America and sodium chloride in the United Kingdom. The salt segment products include rock salt, mechanically evaporated and solar evaporated salt, and brine and flake magnesium chloride. The plant nutrition segment includes sales of SOP and micronutrients. It sells micronutrient products under Wolf Trax brand. Its SOP product is marketed under the brand name Protassium+. The Company operates over 10 production and packaging facilities, including the rock salt mines in Goderich, Ontario, Canada, and in the United Kingdom in Winsford, Cheshire.