Dr Pepper Snapple Group,Inc. (NYSE:DPS) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01Entry into a Material Definitive Agreement.
The information set forth in Item 2.03 of this Report is
incorporated by reference herein.
Item 1.02 Termination of a Material Definitive
Agreement.
On March16, 2017, Dr Pepper Snapple Group,Inc. (the Company)
terminated its five-year Amended and Restated Credit Agreement,
dated as of September25, 2012, by and among the Company, the
lenders and issuing banks party thereto, JPMorgan Chase Bank,
N.A., as administrative agent thereunder, and the other parties
thereto (the Prior Credit Agreement). The Prior Credit Agreement
was to mature on September25, 2017, but was terminated in
connection with the execution of the Credit Agreement identified
in Item 2.03 of this Current Report on Form8-K.
Item 2.03 Creation of a Direct Financial
Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant.
On March16, 2017, the Company entered into a new five-year
unsecured Credit Agreement (the Credit Agreement), among the
Company, the lenders and issuing banks party thereto; JPMorgan
Chase Bank, N.A., as administrative agent; and the syndication
agents, documentation agents, joint lead arrangers and joint
borrowers, as identified in the Credit Agreement.
The Credit Agreement provides for a $500 million revolving line
of credit, with a $75 million letter of credit limit (subject to
the conditions set forth in the Credit Agreement). The Credit
Agreement further provides that the Company may request at any
time, subject to the satisfaction of certain conditions, that the
aggregate commitments under the facility be increased by a total
amount not to exceed $250 million.Revolving loans under the
Credit Agreement will generally accrue interest at a rate, at the
election of the Company, equal to (i)an alternate base rate plus
an applicable margin or (ii)adjusted Eurodollar rate (defined as
a LIBO Rate in the Credit Agreement) plus an applicable margin.
The applicable margin is based on a pricing grid tied to the
credit ratings of the Company assigned by Moodys Investors
Service,Inc. and Standard Poors Ratings Services.
The Credit Agreements representations, warranties, covenants and
events of default are generally customary for investment grade
credit and include a covenant that requires the Company to
maintain a ratio of consolidated total debt (as defined in the
Credit Agreement) to annualized consolidated EBITDA (as defined
in the Credit Agreement) of no more than 3.50 to 1.00, tested
quarterly. Subject to certain conditions provided in the Credit
Agreement, such ratio may increase to 4.00 to 1:00 for a twelve
month period following an acquisition where the debt incurred or
assumed in connection therewith equals or exceeds $500 million.
Upon the occurrence of an event of default, among other things,
amounts outstanding under the Credit Agreement may be accelerated
and the commitments may be terminated.As was the case with the
Prior Credit Agreement, the Companys obligations under the Credit
Agreement are guaranteed by certain of the Companys direct and
indirect domestic subsidiaries on the terms set forth in the
Credit Agreement. The Credit Agreement has a maturity date of
March16, 2022; however, the Company, with the consent of lenders
holding more than 50% of the total commitments under the Credit
Agreement and subject to the satisfaction of certain conditions,
may extend the maturity date for up to two additional one-year
terms.
In the ordinary course of their respective businesses, many of
the lenders or their affiliates have in the past performed, and
may in the future from time to time perform, investment banking,
advisory, lending and/or commercial banking or other financial
services for the Company for which they received, or may receive,
customary fees and reimbursement of expenses.
A copy of the Credit Agreement is filed as Exhibit10.1 to this
Current Report on Form8-K. The summary of the Credit Agreement in
this Item2.03 is qualified entirely by the terms and conditions
set forth in the Credit Agreement, which is incorporated herein
by reference.
Item9.01 Financial Statements and
Exhibits.
(d)Exhibits.
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ExhibitNo. |
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Description |
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10.1 |
Credit Agreement, dated as of March16, 2017, among the |
About Dr Pepper Snapple Group, Inc. (NYSE:DPS)
Dr Pepper Snapple Group, Inc. is an integrated brand owner, manufacturer and distributor of non-alcoholic beverages in the United States, Mexico and Canada. The Company offers a diverse portfolio of flavored (non-cola) carbonated soft drinks (CSDs) and non-carbonated beverages (NCBs), including ready-to-drink teas, juices, juice drinks, water and mixers. The Company’s segments include Beverage Concentrates, Packaged Beverages and Latin America Beverages. The Company’s brand portfolio includes CSD brands, such as Dr Pepper, Canada Dry, Penafiel, Squirt, 7UP, Crush, A&W, Sunkist soda and Schweppes, and NCB brands, such as Snapple, Hawaiian Punch, Mott’s and Clamato. The Company’s NCB brands include Snapple, Hawaiian Punch, Mott’s, FIJI mineral water, Clamato, Yoo-Hoo, Deja Blue, Bai Brands, ReaLemon, AriZona tea, Vita Coco coconut water, Mr and Mrs T mixers, BodyArmor, Nantucket Nectars, Garden Cocktail, Mistic and Rose’s. Dr Pepper Snapple Group, Inc. (NYSE:DPS) Recent Trading Information
Dr Pepper Snapple Group, Inc. (NYSE:DPS) closed its last trading session down -0.15 at 96.26 with 1,765,449 shares trading hands.