Gulf Island Fabrication, Inc. (NASDAQ:GIFI) Files An 8-K Entry into a Material Definitive Agreement

0

Gulf Island Fabrication, Inc. (NASDAQ:GIFI) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement

On December 16, 2016, Gulf Island Fabrication, Inc. (the Company)
and its wholly-owned operating subsidiaries amended and restated
the Companys bank credit facility, entering into a $40.0 million
Tenth Amended and Restated Credit Agreement with Whitney Bank and
JPMorgan Chase, N.A., as lenders (the Amended Credit Facility).
The annual interest rates applicable to amounts outstanding under
the Amended Credit Facility continue to remain, at the Companys
option, at either (i) a prime rate established by JPMorgan Chase
Bank, N.A., or (ii) a LIBOR rate (defined in the Amended Credit
Facility) plus 2.0% per annum. In addition, the commitment fee on
the undrawn portion of the facility and the letter of credit fee
on undrawn stated amounts under letters of credit issued by the
lenders remain at 0.50% per annum and 2.0% per annum,
respectively.
The Amended Credit Facility: (i) is secured by substantially all
of the Companys and the guarantors assets (other than real
estate); (ii) extends the term of the facility from January 2,
2017 to November 29, 2018; (iii) reduces the borrowing base from
$80.0 million to $40.0 million; and (iv) permits the full
borrowing base to be used for issuing letters of credit and/or
general corporate and working capital purposes. Under the prior
facility, only $20.0 million of the $80.0 million borrowing base
could be used for general corporate and working capital purposes.
Given the historically low levels of borrowings under the
Companys bank facility and its cash position, the Company
requested a reduction in the amount of available credit under the
facility from $80.0 million to $40.0 million during negotiations
with the lenders to decrease the commitment fees payable on the
undrawn portion of the facility.
The Company must comply with the following financial covenants
each quarter beginning with the quarter ending December 31, 2016:
(i) minimum net worth requirement of not less than $255.0
million, plus (A) 50% of net income earned in each quarter
beginning December 31, 2016 and (B) 50% of proceeds from any
issuance of common stock, less (A) the amount of any impairment
on assets owned by Gulf Marine Fabricators, L.P. up to $30.0
million;
(ii) debt to EBITDA ratio not greater than 2.5 to 1.0; and
(iii) interest coverage ratio not less than 2.0 to 1.0.
Existing letters of credit of $4.7 million under the prior
facility are deemed issued under the Amended Credit Facility. No
advances were outstanding under the prior facility and no amounts
were drawn in connection with the Companys entry into the Amended
Credit Facility. Accordingly, the total revolving credit
availability under the Amended Credit Facility immediately after
the consummation of the Amended Credit Facility on December 16,
2016 was $35.3 million. As of December 16, 2016, the Company was
in compliance with all covenants contained in the Amended Credit
Facility.
The foregoing summary is qualified by the full text of the
Amended Credit Facility, which is filed herewith as Exhibit 10.1
and incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information set forth in Item 1.01 of this Form 8-K is
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) >Exhibits.
Exhibit No.
Description
10.1
Tenth Amended and Restated Credit Agreement dated
December 16, 2016


About Gulf Island Fabrication, Inc. (NASDAQ:GIFI)

Gulf Island Fabrication, Inc. (Gulf Island) is a holding company. The Company, along with its subsidiaries, is a fabricator of steel platforms and other specialized structures for customers in the offshore oil and gas industry. It also performs onshore and offshore construction and fabrication services for customers in the marine industry. Its primary activity is the fabrication of offshore drilling and production platforms and other steel structures for customers in the oil and gas and marine industries, including jackets and deck sections of fixed production platforms, hull, tendon, and/or deck sections of floating production platforms, piles, wellhead protectors. It conducts its operations through its subsidiaries, which include Gulf Island, L.L.C.; Gulf Marine Fabricators, L.P.; Gulf Island Marine Fabricators, L.L.C.; Gulf Island Shipyards, L.L.C.; Dolphin Services, L.L.C.; and Dolphin Steel Sales, L.L.C.

Gulf Island Fabrication, Inc. (NASDAQ:GIFI) Recent Trading Information

Gulf Island Fabrication, Inc. (NASDAQ:GIFI) closed its last trading session up +0.90 at 12.40 with 84,377 shares trading hands.