MERIDIAN WASTE SOLUTIONS, INC. (OTCMKTS:MRDN) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
As previously reported, effective February 15, 2017, (the
Restatement Date), Meridian Waste Solutions, Inc. (the
Company) closed an Amended and Restated Credit and
Guaranty Agreement (as amended by the First Amendment to Amended
and Restated Credit and Guaranty Agreement dated April 28, 2017,
the Credit Agreement) by and among the Company, Meridian
Waste Operations, Inc. (Operations), Here to Serve –
Missouri Waste Division, LLC (Missouri Waste), Here to
Serve – Georgia Waste Division, LLC (Georgia Waste),
Meridian Land Company, LLC (Meridian Land), Christian
Disposal, LLC (Christian Disposal), FWCD, LLC
(FWCD), The CFS Group, LLC (CFS), The CFS Disposal
Recycling Services, LLC (CFS Disposal), RWG5, LLC
(RWG5), Meridian Waste Missouri, LLC (Meridian
Missouri), and Meridian Innovations, LLC (Innovations
and together with the Company, Operations, Missouri Waste,
Georgia Waste, Meridian Land, Christian Disposal, FWCD, CFS, CFS
Disposal, RWG5, and Meridian Missouri, the Companies), and
certain subsidiaries of the Company, as Guarantors, the Lenders
party thereto from time to time and Goldman Sachs Specialty
Lending Group, L.P., as Administrative Agent, Collateral Agent,
and Lead Arranger. The Credit Agreement amended and restated the
Credit and Guaranty Agreement entered into as of December 22,
2015 (the Closing Date) by and among the Company, certain
of the Companies, and certain subsidiaries of the Company, as
Guarantors, the Lenders party thereto from time to time and
Goldman Sachs Specialty Lending Group, L.P., as Administrative
Agent, Collateral Agent, and Lead Arranger.
Effective May 31, 2017, the Company, together with all other
parties to the Credit Agreement, entered into an Extension Letter
(the Extension Letter). to the Extension Letter and
subject to the terms and conditions thereof, an extension until
June 9, 2017 was granted with respect to (i) the Companies being
required to cause the Leverage Ratio (as defined in the Credit
Agreement) as of such date to be less than the Leverage Multiple
(as defined in the Credit Agreement) as of such date; and (ii)
the Companies not permitting the ratio of (A) total Indebtedness
(as defined in the Credit Agreement) to (B) Consolidated Adjusted
EBITDA (as defined in the Credit Agreement) to be greater than
6.5:1.0. If the Companies fail to satisfy the foregoing
requirements, an event of default will occur under the Credit
Agreement.
The above description of the Extension Letter does not purport to
be complete, and is qualified in its entirety by reference to the
full text of the Extension Letter, which is attached as an
exhibit to this Current Report on Form 8-K and is incorporated by
reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
ExhibitNo. | Description | |
4.1 |
Amended and Restated Credit and Guaranty Agreement, dated as of February 15, 2017, among Here to Serve Missouri Waste Division, LLC, Here to Serve Georgia Waste Division, LLC, Meridian Waste Operations, Inc., Meridian Land Company, LLC, Christian Disposal, LLC, FWCD, LLC, The CFS Group, LLC, The CFS Group Disposal and Recycling Services, LLC, RWG5, LLC, Meridian Waste Missouri, LLC, and Meridian Innovations, LLC, as Companies, Meridian Waste Solutions, Inc., as Holdings, the Lenders party thereto from time to time and Goldman Sachs Specialty Lending Group, L.P., as Administrative Agent, Collateral Agent, and Lead Arranger (incorporated by reference to the Companys Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on February 15, 2017) |
|
4.2* |
First Amendment to Amended and Restated Credit and Guaranty Agreement, dated as of April 28, 2017, among Here to Serve Missouri Waste Division, LLC, Here to Serve Georgia Waste Division, LLC, Meridian Waste Operations, Inc., Meridian Land Company, LLC, Christian Disposal, LLC, FWCD, LLC, The CFS Group, LLC, The CFS Group Disposal and Recycling Services, LLC, RWG5, LLC, Meridian Waste Missouri, LLC, and Meridian Innovations, LLC, as Companies, Meridian Waste Solutions, Inc., as Holdings, the Lenders party thereto from time to time and Goldman Sachs Specialty Lending Group, L.P., as Administrative Agent, Collateral Agent, and Lead Arranger |
|
4.3* | Extension Letter, dated May 31, 2017 |
About MERIDIAN WASTE SOLUTIONS, INC. (OTCMKTS:MRDN)
Meridian Waste Solutions, Inc., formerly Brooklyn Cheesecake & Desserts Company, Inc., is an integrated provider of non-hazardous solid waste collection, transfer and disposal services in Missouri. The Company is primarily in the business of residential and commercial waste hauling and has contracts with various cities and municipalities. As of September 30, 2016, the Company, through its subsidiaries, provides solid waste collection services to approximately 65,000 industrial, commercial and residential customers in the Metropolitan St. Louis, Missouri area. The Company operates through Here To Serve Missouri Waste Division, LLC (HTSMWD), Here To Serve Georgia Waste Division, LLC (HTSGWD), Meridian Land Company, LLC (MLC), and Christian Disposal, LLC and subsidiary (CD). In addition, it rents waste containers and provides collection services to construction, demolition and industrial sites.