GLOBAL BRASS AND COPPER HOLDINGS, INC. (NYSE:BRSS) Files An 8-K Entry into a Material Definitive Agreement

GLOBAL BRASS AND COPPER HOLDINGS, INC. (NYSE:BRSS) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement

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On July18, 2017, Global Brass and Copper Holdings, Inc. (the “Company”) entered into an amendment to its credit agreement, dated as of July18, 2016, among the Company, the Borrower, the loan guarantors party thereto, the lenders party thereto, Bank of America, N.A., Wells Fargo Bank, National Association, and Deutsche Bank Securities Inc., as Co-Syndication Agents, Branch Banking and Trust Company, Keybank National Association and William Blair& Company, L.L.C. as Co-Documentation Agents, and JPMorgan Chase Bank, N.A., as Administrative Agent (the “Term Loan B Credit Agreement as Amended” or "Amendment" and the loans thereunder, the “TermLoan B Facility”).

The Term Loan B Credit Agreement as Amended decreases the applicable interest rate margin for the Term Loan B Facility by 100 basis points. Under the Amendment, amounts outstanding under the TermLoan B Facility bear interest at a rate per annum equal to, at the Borrower’s option, either (1)2.25% plus an Alternate Base Rate (as defined in the Amendment) or (2)3.25% plus the Adjusted LIBO Rate (as defined in the Amendment).

The Amendment also: (1) removed the financial maintenance covenant in the Term Loan B Credit Agreement, (2) increased the restricted payment capacity to reduce the restrictions on the amounts of dividends that the Company can pay, and (3) reset the period during which a 1.0% prepayment penalty may be required until six months after the effective date of the Amendment.

The Term Loan B Facility will still mature on July 18, 2023.

On July18, 2017, Global Brass and Copper Holdings, Inc. (the “Company”) also entered into an amendment to its a credit agreement among the Company, Global Brass and Copper, Inc., as the borrower (the “Borrower”), the loan guarantors party thereto, the lenders party thereto, Bank of America, N.A. and Wells Fargo Bank, National Association, as Co-Syndication Agents, and JPMorgan Chase Bank, N.A., as Administrative Agent (the “ABL Credit Agreement as Amended” and the facility thereunder, the “ABL Facility”).

The ABL Credit Agreement as Amended increased the restricted payment capacity to reduce the restrictions on the amounts of dividends that the Company can pay.

The ABL Facility will still mature and the commitments thereunder will terminate on July19, 2021.

Section2 – Financial Information

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

On July18, 2017, the Company amended the agreements governing the ABL Facility and the Term LoanB Facility (together, the "Credit Agreements") as described under Item 1.01 above. The description of the Credit Agreements set forth in Item 1.01 above is hereby incorporated by reference into this Item 1.01.

Section9 – Financial Statements and Exhibits

Item 1.01 Financial Statements and Exhibits

Exhibit

Number

Exhibit Description

10.1

Amendment No. 1 to Term Loan B Credit Agreement, dated as of July 18, 2017, among the Company, Global Brass and Copper, Inc., as Borrower, the loan guarantors party thereto, the lenders party thereto, Bank of America, N.A. Wells Fargo Bank, National Association, and Deutsche Bank Securities Inc., as Co-Syndication Agents, Branch Banking and Trust Company, Keybank National Association and William Blair & Company, L.L.C. as Co-Documentation Agents, and JPMorgan Chase Bank, N.A., as Administrative Agent.

10.2

Amendment No. 1 to ABL Credit Agreement, dated as of July 18, 2017, among the Company, Global Brass and Copper, Inc., as Borrower, the loan guarantors party thereto, the lenders party thereto, Bank of America, N.A. and Wells Fargo Bank, National Association, as Co-Syndication Agents, and JPMorgan Chase Bank, N.A., as Administrative Agent.

99.1

Press Release, dated July 18, 2017, announcing the amendments to the ABL Credit Agreement and Term Loan B Credit Agreement.


GLOBAL BRASS & COPPER HOLDINGS, INC. Exhibit
EX-10.1 2 exhibit101amendmentno1tote.htm EXHIBIT 10.1 Exhibit Execution CopyExhibit 10.1AMENDMENT NO. 1 TO TERM LOAN CREDIT AGREEMENTTHIS AMENDMENT NO. 1 TO TERM LOAN CREDIT AGREEMENT (this “Amendment”) is being executed and delivered as of July 18,…
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About GLOBAL BRASS AND COPPER HOLDINGS, INC. (NYSE:BRSS)

Global Brass and Copper Holdings, Inc. is a converter, fabricator, processor and distributor of specialized non-ferrous products, including a range of sheet, strip, foil, rod, tube and fabricated metal component products. The Company operates through three segments: Olin Brass, Chase Brass and A.J. Oster. Its Olin Brass segment is the manufacturer, fabricator and converter of specialized copper and brass sheet, strip, foil, tube and fabricated components. Its Chase Brass segment is a manufacturer of brass rod in North America. Chase Brass manufactures brass rod, including round and other shapes, ranging from 1/4 inch to 4.5 inches in diameter. Its A.J. Oster segment is a processor and distributor of copper and copper-alloy sheet, strip and foil. Its products are used in a range of applications across markets, including the building and housing, automotive, transportation, coinage, electronics/electrical components, industrial machinery and equipment, and general consumer end markets.

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