GMS INC. (NYSE:GMS) Files An 8-K Entry into a Material Definitive Agreement
Item1.01. Entry Into a Material Definitive
Agreement.
On June7, 2017 (the Second Amendment Effective Date), an indirect
wholly-owned subsidiary of GMS Inc. (the Company), GYP Holdings
III Corp. (GYP III), entered into a Second Amendment to First
Lien Credit Agreement (the Second Amendment), among GYP III, GYP
Holdings II Corp. (Holdings), the other guarantors party thereto,
and Credit Suisse AG, as administrative agent and as 2017
Incremental First Lien Lender (as defined in the Second
Amendment), which amended the First Lien Credit Agreement, dated
as of April1, 2014 (as amended by that certain Incremental First
Lien Term Commitments Amendment, dated as of September27, 2016,
and as further amended, restated, amended and restated,
supplemented or otherwise modified from time to time prior to the
Second Amendment Effective Date, the Credit Agreement), among GYP
III, Holdings, each lender from time to time party thereto, and
Credit Suisse AG, as administrative agent and as collateral
agent. The Second Amendment provides for a new first lien term
loan facility under the Credit Agreement in the aggregate
principal amount of approximately $578 million due in April2023
that bears interest at a floating rate based on LIBOR, with a
1.00% floor, plus 3.00%, representing a fifty basis point
improvement compared to the interest rate of the existing first
lien term loan facility under the Credit Agreement immediately
prior to giving effect to the Second Amendment. Net proceeds from
the new first lien term loan facility were used to repay GYP IIIs
existing first lien term loan facility of $478 million under the
Credit Agreement and approximately $94 million of loans under its
asset based revolving credit facility as well as related
expenses. Except as described above, all other terms of the
Credit Agreement remain the same.
The foregoing description of the Second Amendment does not
propose to be complete and is qualified in its entirety by
reference to the full text of the Second Amendment, a copy of
which is attached hereto as Exhibit10.1, and the terms of which
are incorporated herein by reference.
Credit Suisse Securities (USA) LLC, an affiliate of Credit Suisse
AG, has also acted as an underwriter for the initial public
offering and secondary offerings of the Companys common stock for
which it has received customary compensation.
Item2.03. Creation of a Direct Financial
Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant.
The disclosures of the material terms and conditions of the
Second Amendment contained in Item 1.01 above are hereby
incorporated by reference into this Item 2.03.
Item7.01. Regulation FD
Disclosure.
On June8, 2017, the Company issued a press release, a copy of
which is furnished as Exhibit99.1 hereto and incorporated herein
by reference, announcing GYP IIIs entry into the Second
Amendment.
In accordance with General Instruction B.2 of Form8-K, the
information in this Item 7.01 of this Current Report on Form8-K,
including Exhibit99.1 attached hereto, shall not be deemed filed
for the purposes of Section18 of the Securities Exchange Act of
1934, as amended, or otherwise subject to the liabilities of that
section, nor shall it be deemed incorporated by reference in any
filing under the Securities Act of 1933, as amended, or the
Securities Exchange Act of 1934, as amended, except as shall be
expressly set forth by specific reference in such a filing.
Item9.01. Financial Statements and
Exhibits.
(d)Exhibits. The following exhibits are filed with this
report:
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ExhibitNo. |
|
Description |
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10.1 |
Second Amendment to First Lien Credit Agreement, dated as |
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99.1 |
Press Release of GMS Inc., dated June8, 2017. |
About GMS INC. (NYSE:GMS)
GMS Inc. is a distributor of wallboard and suspended ceilings systems, or ceilings. The Company provides a product offering of over 20,000 stock keeping units (SKUs) of wallboard, ceilings and complementary interior construction products for interior contractors. It offers steel framing and ancillary products for its customers. Its Wallboard is a building product for interior and exterior walls and ceilings in residential and commercial structures. Its ceilings product line consists of suspended mineral fiber, soft fiber and metal ceiling systems primarily used in offices, hotels, hospitals, retail facilities, schools and a range of other commercial and institutional buildings. Its steel framing product line consists of steel track, studs and various other steel products used to frame the interior walls of a commercial or institutional building. It supplies complementary products, including insulation, ready-mix-joint compound and various other interior construction products.