Owens & Minor, Inc. (NYSE:OMI) Files An 8-K Entry into a Material Definitive AgreementItem 1.01.Entry into a Material Definitive Agreement.
On July 27, 2017, Owens & Minor, Inc. (the “Company”) entered into a Credit Agreement (the “Credit Agreement”) dated as of July 27, 2017 by and among Owens & Minor Distribution, Inc., Owens & Minor Medical, Inc., Barista Acquisition I, LLC and Barista Acquisition II, LLC (as Borrowers), the Company and certain of its domestic subsidiaries may become party thereto from time to time (as Guarantors), Wells Fargo Bank, N.A. (as Administrative Agent), the other agents party thereto and a syndicate of financial institutions specified in the Credit Agreement. The new Credit Agreement replaces the Company’s existing $450 million credit agreement set to expire on September 17, 2019. The Credit Agreement contains the following principal terms, among others:
Lender commitments for revolving credit of $600 million
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Revolving commitments have a five-year term with ability to request two one-year extensions (subject to lender approval) |
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Ability to request increase in revolving commitments or term loans by an aggregate amount up to $200 million (subject to lender approval) |
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Interest rate pricing grid based on the better of debt to EBITDA ratio or credit ratings |
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Standard financial and other covenants, including debt to EBITDA and EBITDA to interest ratio requirements |
We expect to use a portion of the borrowings under the new Credit Agreement to close the previously announced acquisition of Byram Healthcare. We anticipate closing will occur in the third quarter of 2017. A copy of the Credit Agreement is filed as Exhibit 10.1 hereto and incorporated by reference herein.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information provided in Item 1.01 of this report is incorporated by reference into this Item 2.03.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
10.1 Credit Agreement, dated as of July 27, 2017, by and among Owens & Minor Distribution, Inc., Owens & Minor Medical, Inc., Barista Acquisition I, LLC, and Barista Acquisition II, LLC, (the “Borrowers”), Owens & Minor, Inc. and certain of its domestic subsidiaries (together, the “Guarantors), Merrill Lynch, Pierce, Fenner & Smith Incorporated, and Wells Fargo Bank, N.A. (the “Administrative Agent”), a syndicate of financial institutions party thereto, and the other agents party thereto.
OWENS & MINOR INC/VA/ ExhibitEX-10.1 2 creditagreementfinalvers.htm EXHIBIT 10.1 creditagreementfinalvers EXECUTION VERSION
CHAR11534998v8
Published CUSIP Numbers:
Deal: 69072EAC1
Revolver: 69072EAD9
Term: 69072EAE7
CREDIT AGREEMENT
Dated as of July 27,…To view the full exhibit click here
About Owens & Minor, Inc. (NYSE:OMI)
Owens & Minor, Inc. is a global healthcare services company. The Company provides supply chain assistance to the providers of healthcare services and the manufacturers of healthcare products, supplies and devices in the United States and Europe. The Company operates in two segments: Domestic and International. The Domestic segment includes all functions relating to its role as a medical supply logistics company providing distribution; kitting, including Medical Action Industries Inc., and logistics services to healthcare providers and manufacturers in the United States. The International segment consists of Movianto Group and ArcRoyal. The Company serves customers with a service portfolio that covers procurement, inventory management, delivery and sourcing for the healthcare market. With fully developed networks in the United States and Europe, it serves hospitals, integrated healthcare systems, group purchasing organizations, the United States federal government and pharmaceuticals.
