
Power Solutions International, Inc. (NASDAQ:PSIX) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
On April 2, 2020, Power Solutions International, Inc. (the Company) closed on its new senior secured revolving credit facility (the Credit Facility) to that certain credit agreement, dated as of March 27, 2020, between the Company and Standard Chartered Bank, as administrative agent (the Credit Agreement). The Credit Agreement, which allows the Company to borrow up to $130 million, matures on March 26, 2021, with an optional 60-day extension. As part of the closing of the new Credit Facility, the Company made an initial draw in the amount of $95 million.
The Company utilized amounts drawn under the Credit Facility (i) to fully redeem and discharge $55 million in aggregate outstanding principal amount of the Companys unsecured 7.5% Senior Notes due June 2020 and pay related interest, (ii) to repay the outstanding balance of approximately $17 million on the Companys prior credit agreement, dated June 28, 2013, by and among the Company, the subsidiaries of the Company party thereto and Wells Fargo Bank, N.A., as administrative agent (the Prior Credit Agreement) and (iii) for general corporate purposes. The Prior Credit Agreement was terminated in connection with the repayment of the outstanding balance.
After this utilization, on April 2, 2020, the Company had availability under the Credit Facility of $35 million and a cash balance of approximately $16 million. These amounts reflect a net positive cash impact from customer prepayments of approximately $17 million. The remaining available balance under the Credit Facility may be used for general corporate purposes.
The obligations under the Credit Agreement are unconditionally guaranteed, on a joint and several basis, by certain wholly-owned, existing and subsequently acquired or formed direct and indirect domestic subsidiaries of the Company, subject to customary exceptions. The obligations under the Credit Agreement are secured by substantially all of the assets of the Company and the Companys wholly-owned subsidiaries.
Borrowings under the Credit Facility bear interest, at the option of the Company, at an annual rate equal to either (a) the base rate as defined in the Credit Agreement or (b) on the London Interbank Offered Rate (LIBOR) plus 2.00% per annum.
The Credit Agreement is subject to customary events of default and covenants, including requiring the Company to maintain minimum adjusted EBITDA levels and a minimum interest coverage ratio.
The description of the Credit Agreement set forth above does not purport to be complete and is subject to and qualified in its entirety by reference to the text of the Credit Agreement filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.
The information provided in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
On April 6, 2020, the Company issued a press release announcing the closing of the Credit Facility, which is attached as Exhibit 99.1 hereto.
The information contained in this Item 7.01 and Exhibit 99.1 hereto shall not be deemed filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the Exchange Act), or incorporated by reference in any filing under the Securities Act of 1933 (the Securities Act) or the Exchange Act, except as shall be expressly set forth by reference in such a filing.
Caution Regarding Forward-Looking Statements
This Form 8-K contains forward-looking statements regarding the current expectations of the Company about its prospects and opportunities. These forward-looking statements are entitled to the safe-harbor provisions of Section 21E of the Exchange Act. The Company has tried to identify these forward-looking statements by using words such as anticipate, believe, budgeted, contemplate, estimate, expect, forecast, guidance, may, outlook, plan, projection, should, target, will, would, or similar expressions, but these words are not the exclusive means for identifying such statements. These statements are subject to a number of risks, uncertainties, and assumptions that may cause actual results, performance or achievements to be materially different from those expressed in, or implied by, such statements. The Company cautions that the risks, uncertainties and other factors that could cause its actual results to differ materially from those expressed in, or implied by, the forward-looking