LCI INDUSTRIES (NYSE:LCII) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

LCI INDUSTRIES (NYSE:LCII) Files An 8-K Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
Item 2.03

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

On December14, 2018, the Registrant together with its wholly-owned subsidiaries Lippert Components, Inc., LCI Industries B.V., and LCI Industries C.V. (collectively, the “Company”) entered into an agreement (the “Credit Agreement”) for a line of credit with JPMorgan Chase Bank, N.A., Wells Fargo Bank, N.A., and a syndicate of other lenders (collectively, “the Lenders”). The Credit Agreement amends and restates the Company’s existing line of credit, which was scheduled to expire on April 27,2021, and now expires December 14,2023. At the date of signing the Credit Agreement, the Company had borrowings of $224.5million under the prior facility. In connection with this amendment and restatement the line of credit was increased from $325.0million to $600.0million, and contains a feature allowing up to $250.0million of borrowings by Foreign Borrowers. The Company may request to increase the facility by up to $300.0million in the form of an increase to the revolving credit facility or one, or more, incremental term loan facilities upon approval of the Lenders. The base currency of the Credit Agreement is U.S Dollars, but loans and letters of credit may be made available in Euros, Sterling, Canadian Dollars, Australian Dollars, and any other currencies approved by each Lender under the revolving credit facility and Administrative Agent. Interest on borrowings under the line of credit is designated from time to time by the Company as either: (i) the Alternate Base Rate (defined in the Credit Agreement as the greatest of (a) the Prime Rate of JPMorgan Chase, (b) the federal funds effective rate plus 0.5percent, and (c) the Adjusted LIBO Rate (as defined in the Credit Agreement) for a one month interest period plus 1.0percent), plus additional interest ranging from 0.0percent to 0.625percent depending on the Company’s performance and financial condition; or (ii) the Adjusted LIBO Rate for a period equal to one week or one, two, three, or six months as selected by the Company, plus additional interest ranging from 0.875percent to 1.625percent depending on the Company’s performance and financial condition.

On December 14, 2018, the Company, Lippert Components, Inc., Lippert Components Manufacturing, Inc., Taylor Made Group, LLC, Innovative Design Solutions, Inc., and LCI Service Corp. entered into a Letter Agreement with PGJM, Inc. and its affiliates (“Prudential”) to which Prudential consented to the Credit Agreement and released certain subsidiary Guarantors that were simultaneously released under the Credit Agreement.

The description of the Credit Agreement and Letter Agreement contained herein is a summary of the material terms, does not purport to be complete, and is qualified in its entirety by reference to the Credit Agreement and Letter Agreement, copies of which are attached to this Current Report on Form 8-K as Exhibit 10.1 and incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits

Exhibits

10.1Fourth Amended and Restated Credit Agreement dated December 14,2018 among LCI Industries, Lippert Components, Inc., LCI Industries B.V., LCI Industries C.V., JPMorgan Chase Bank, N.A., individually and as Administrative Agent, Wells Fargo Bank, N.A., individually and as Syndication Agent, Bank of America, N.A., individually and as Documentation Agent, and a syndicate of other lenders.
10.2Omnibus Reaffirmation dated December 14,2018 among LCI Industries, Lippert Components, Inc., LCI Industries B.V., LCI Industries C.V., JPMorgan Chase Bank, N.A.,

individually and as Administrative Agent, Wells Fargo Bank, N.A., individually and as Syndication Agent, Bank of America, N.A., individually and as Documentation Agent, and a syndicate of other lenders.

10.3Revolving Credit Note Dated December 14, 2018 by LCI Industries, Lippert Components, Inc., LCI Industries B.V., and LCI Industries C.V. in favor of Branch Banking and Trust.
10.4Revolving Credit Note Dated December 14, 2018 by LCI Industries, Lippert Components, Inc., LCI Industries B.V., and LCI Industries C.V. in favor of Bank of the West.
10.5Revolving Credit Note Dated December 14, 2018 by LCI Industries, Lippert Components, Inc., LCI Industries B.V., and LCI Industries C.V. in favor of BMO Harris.
10.6Revolving Credit Note Dated December 14, 2018 by LCI Industries, Lippert Components, Inc., LCI Industries B.V., and LCI Industries C.V. in favor of U.S. Bank.
10.7Amended and Restated Revolving Credit Note Dated December 14, 2018 by LCI Industries, Lippert Components, Inc., LCI Industries B.V., and LCI Industries C.V. in favor of Bank of America, N.A.
10.8Amended and Restated Revolving Credit Note Dated December 14, 2018 by LCI Industries, Lippert Components, Inc., LCI Industries B.V., and LCI Industries C.V. in favor of JPMorgan Chase Bank, N.A.
10.9Prudential Letter Agreement Dated December 14, 2018 consenting to the Credit Agreement and releasing certain subsidiary Guarantees.

LCI INDUSTRIES Exhibit
EX-10.1 2 a101lcii-fourthamended.htm EXHIBIT 10.1 Exhibit FOURTH AMENDED AND RESTATED CREDIT AGREEMENTdated as ofDecember 14,…
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About LCI INDUSTRIES (NYSE:LCII)

LCI Industries, formerly Drew Industries Incorporated, through its subsidiary, Lippert Components, Inc. and its subsidiaries (LCI), supplies an array of components for the original equipment manufacturers (OEMs) of recreational vehicles (RVs) and adjacent industries. The Company’s segments include OEM Segment and Aftermarket Segment. The OEM Segment manufactures or distributes an array of components for the OEMs of RVs and adjacent industries, including buses; trailers used to haul boats, livestock, equipment and other cargo; pontoon boats; manufactured homes; modular housing, and mobile office units. The Aftermarket Segment supplies components to the related aftermarket channels of the RV and adjacent industries, primarily to retail dealers, wholesale distributors and service centers. Its products include steel chassis and related components; thermoformed bath, kitchen and other products; vinyl, aluminum and frameless windows; awnings and awning accessories, and other accessories.

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