Jacobs Engineering Group Inc. (NYSE:JEC) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement
On March 27, 2019, Jacobs Engineering Group Inc. (the “Company”) and certain of its subsidiaries, as borrowers, entered into a second amended and restated credit agreement (the “New Credit Agreement”) with Bank of America, N.A. (“Bank of America”), as administrative agent, Bank of America, BNP Paribas (“BNP”) and Wells Fargo Bank N.A. (“Wells Fargo”), as co-syndication agents, and such banks and certain other U.S. domestic and international banks, as lenders.
The New Credit Agreement amends and restates that certain amended and restated credit agreement dated as of February 7, 2014, among the Company and certain of its subsidiaries as borrowers, and Bank of America, BNP, Wells Fargo and certain other U.S. domestic and international banks as lenders (the “Former Credit Agreement”). The maturity date of the New Credit Agreement is March 27, 2024.
The committed amount under the New Credit Agreement is $2,250,000,000, which may be increased by the Company and the lenders by $1,000,000,000 to $3,250,000,000. The loans under the New Credit Agreement will accrue interest at a eurocurrency rate plus a margin of between 0.875% and 1.500% or a base rate plus a margin of between 0% and 0.500%, depending on the Company’s Consolidated Leverage Ratio.
The fees on the unused portion of the facility established under the New Credit Agreement will range from 0.080% to 0.200%, depending on the Company’s Consolidated Leverage Ratio.
The New Credit Agreement further amends the Former Credit Agreement to, among other things, (a) eliminate the covenants restricting investments, joint ventures and acquisitions by the Company and its subsidiaries and (b) adjust the financial covenants to (i) increase the Consolidated Leverage Ratio test to 3.25:1.00 until the earlier of the closing of the ECR Disposition and the fiscal quarter ending December 31, 2019, and thereafter stepping down to 3.00 to 1.00 (subject to temporary increases to 3.50:1.00 following the closing of certain material acquisitions) and (ii) eliminate the net worth covenant upon the removal of the same covenant from the Company’s existing Note Purchase Agreement dated March 12, 2018.
Capitalized terms used herein and not otherwise defined have the meanings given in the New Credit Agreement. The foregoing description of the New Credit Agreement is qualified in its entirety by reference to the complete text of the New Credit Agreement, a copy of which is filed as exhibit 10.1 hereto and is incorporated by reference herein.
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Item 2.03 |
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant |
The information contained in Item 1.01 above is incorporated by reference herein.
Item 9.01Financial Statements and Exhibits
(d)Exhibits
Exhibit No.Description
JACOBS ENGINEERING GROUP INC /DE/ Exhibit
EX-10.1 2 secondarcreditagreement.htm EXHIBIT 10.1 Exhibit Published CUSIP Numbers: Deal CUSIP = 46981MAN7Revolver = 46981MAP2SECOND AMENDED AND RESTATED CREDIT AGREEMENTDated as of March 27,…
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About Jacobs Engineering Group Inc. (NYSE:JEC)
Jacobs Engineering Group Inc. is a technical professional services company. The Company provides a range of technical, professional and construction services to industrial, commercial and governmental clients. The Company’s services include Project Services; Process, Scientific, and Systems Consulting Services; Construction Services, and Operations and Maintenance Services. It operates four lines of business (LOBs): Petroleum and Chemicals; Buildings and Infrastructure; Aerospace and Technology, and Industrial. It caters its services to various sectors, such as oil and gas exploration, production and refining; chemicals and polymers; programs for various national governments, including aerospace, defense, and environmental programs; buildings; infrastructure and telecommunications; mining and minerals; pharmaceuticals and biotechnology; power; pulp and paper; technology and manufacturing, and food and consumer products.