Libbey Inc. (NYSEMKT:LBY) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement
On May 25, 2020, Libbey Inc. (the “Company” or “Libbey”) entered into Amendment No. 5 (“Amendment No. 5”) to the Senior Secured Credit Agreement, dated as of April 9, 2014 (the “Credit Agreement”), by and among the Company, Libbey Glass Inc., as borrower (the “Borrower), each of the Loan Parties (as defined in the Credit Agreement) and the lenders party thereto, as amended by Amendment No. 1 to the Credit Agreement on April 9, 2020 (“Amendment No. 1”), Amendment No. 2 to the Credit Agreement on April 30, 2020 (“Amendment No. 2”), Amendment No. 3 to the Credit Agreement on May 7, 2020 (“Amendment No. 3”), and Amendment No. 4 to the Credit Agreement on May 15, 2020 (“Amendment No. 4”). Amendment No. 5 provides for an extension of the date on which the Borrower is required under the Credit Agreement to make a prepayment of approximately $12 million from the Borrower’s Excess Cash Flow (as defined in the Credit Agreement) from May 25, 2020 to May 31, 2020, subject to certain conditions, including the Borrower’s provision of certain financial, operational and liquidity information to the lenders, and the maintenance by the Loan Parties of a minimum level of liquidity. As previously reported, Amendment No. 1 extended the Borrower\’s Excess Cash Flow payment from April 9, 2020 to April 30, 2020, Amendment No. 2 extended the Borrower\’s Excess Cash Flow payment from April 30, 2020 to May 7, 2020, Amendment No. 3 further extended the Borrower\’s Excess Cash Flow payment from May 7, 2020 to May 17, 2020, and Amendment No. 4 further extended the Borrower’s Excess Cash Flow payment from May 17, 2020 to May 25, 2020.
A copy of the Credit Agreement was filed as exhibit 4.2 to Libbey’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on April 11, 2014. The foregoing description of Amendment No. 5 does not purport to be a complete description and is qualified in its entirety by reference to the full text of Amendment No. 5. A copy of each of Amendment No. 1, Amendment No. 2, Amendment No. 3, Amendment No. 4, and Amendment No. 5 will be filed with Libbey’s Quarterly Report on Form 10-Q for the period ended March 31, 2020.
On May 19, 2020, the Company\’s Board of Directors, following extensive consultation with the Company\’s compensation and legal advisors, approved cash retention bonuses (each, a “Retention Bonus”) and a form of Retention Bonus Agreement (the “Retention Bonus Agreement”) for the Company’s executive officers and other key employees (each, a “Participant”). The Retention Bonuses will enable the Company to retain and motivate the Participants through the volatile and uncertain environment affecting the foodservice, hospitality and retail industries, as well as the previously disclosed disruptions to the Company\’s business related to coronavirus disease 2019 (“COVID-19”). to the Retention Bonus Agreements, Participants were paid the Retention Bonuses on or before May 22, 2020.
The aggregate amount of Retention Bonuses paid was approximately $3.1 million. The Retention Bonuses received by our named executive officers and our principal financial officer are set forth in the table below.
| Form of Retention Bonus Agreement |
LIBBEY INC Exhibit
EX-10.1 2 ex_187954.htm EXHIBIT 10.1 ex_187954.htm Exhibit 10.1 May 19,…
To view the full exhibit click here
About Libbey Inc. (NYSEMKT:LBY)
Libbey Inc. is a manufacturer and marketer of glass tableware products. The Company’s segments include U.S. & Canada; Latin America; Europe, the Middle East and Africa (EMEA), and Other. The U.S. & Canada segment includes the sales of manufactured and sourced glass tableware and sourced ceramic dinnerware, metal tableware, hollowware and serveware having an end market destination in the United States and Canada. The Latin America segment includes primarily the sales of manufactured and sourced glass tableware having an end market destination in Latin America, including glass products for original equipment manufacturers (OEMs) that have an end market destination outside of Latin America. The EMEA segment includes primarily the sales of manufactured and sourced glass tableware having an end market destination in EMEA. The Other segment includes primarily the sales of manufactured and sourced glass tableware having an end market destination in Asia Pacific.
