Primoris Services Corporation (NASDAQ:PRIM) Files An 8-K Entry into a Material Definitive Agreement

Primoris Services Corporation (NASDAQ:PRIM) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.

On July9, 2018, Primoris Services Corporation (“the Company”) entered into the First Amendment and Joinder to the Amended and Restated Credit Agreement (the “Amendment”) with CIBC Bank USA, as administrative agent (the “Administrative Agent”), collateral agent, and joint lead arranger, Bank of the West, as joint lead arranger, Capital One, N.A., as co-syndication agent, Regions Bank, as co-syndication agent, and Branch Banking and Trust Company,IBERIABANK, Bank of America, and Simmons Bank (the “Lenders”). The Amendment amends the Amended and Restated Credit Agreement, dated as of September29, 2017, among such parties (as amended by the Amendment, the “Credit Agreement”)

The Amendment, among other things, modifies the Credit Agreement to include a $220,000,000 term loan (the “Term Loan”), increases the accordion feature that will allow the Company to increase the Term Loan or borrowing capacity under the $200,000,000 revolving credit facility by $75,000,000, and extends the maturity date of the Credit Agreement from September29, 2022 to July9, 2023.

The Term Loan requires quarterly principal payments equal to 1.250%, or 5.000% per annum, of the original principal amount of the Term Loan for the first three years and 1.875%, or 7.500% per annum, of the original principal amount of the Term Loan for the next two years, with the balance paid on July9, 2023. The first principal payment will be due on September30, 2018.

The proceeds from the Term Loan were used to refinance and extinguish the Company’s Senior Secured Notes and Shelf Agreement with The Prudential Investment Management,Inc., and certain Prudential affiliates, to pay down a significant portion of the borrowings under the Company’s revolving credit facility that was used to finance the acquisition of Willbros Group,Inc., and for general corporate purposes.

The foregoing description of the Amendment is qualified in its entirety by reference to the complete text of the Amendment and the Credit Agreement, copies of which are included as exhibits to this Current Report on Form8-K and are incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

ExhibitNo.

Description

10.1

First Amendment and Joinder to Amended and Restated Credit Agreement by and among Primoris Services Corporation and CIBC Bank USA, Bank of the West, Capital One, N.A., Regions Bank, Branch Banking and Trust Company,IBERIABANK, Bank of America, and Simmons Bank (*)

10.2

Amended and Restated Credit Agreement, dated September29, 2017, by and among Primoris Services Corporation and CIBC Bank USA, Bank of the West, Branch Banking and Trust Company,IBERIABANK, Bank of America, and Simmons Bank (incorporated by reference to Exhibit10.1 to the Company’s Quarterly Report on Form10-Q, as filed with the SEC on November6, 2017)

(*) Filed herewith


Primoris Services Corp Exhibit
EX-10.1 2 a18-17023_1ex10d1.htm EX-10.1 Exhibit 10.1   FIRST AMENDMENT AND JOINDER TO AMENDED AND RESTATED CREDIT AGREEMENT (THE “FIRST AMENDMENT”)   DATED AS OF JULY 9,…
To view the full exhibit click here

About Primoris Services Corporation (NASDAQ:PRIM)

Primoris Services Corporation is a holding company. The Company holds various subsidiaries, through which it operates as a specialty contractor and infrastructure company. It operates in three segments: the West Construction Services segment (West segment), the East Construction Services segment (East segment) and the Energy segment. The West segment includes underground and industrial operations, and construction services performed by ARB, Inc., ARB Structures, Inc., Rockford Corporation, Q3C and Vadnais. The East segment includes the JCG Heavy Civil division, the JCG Infrastructure and Maintenance division, BW Primoris and Cardinal Contractors, Inc. construction business. The Energy segment includes operations of the Primoris Energy Services (PES) pipeline and gas facility construction and maintenance operations, the JCG Industrial division, the Surber and Ram-Fab operations, and the Primoris Aevenia, Inc. (Aevenia) operations.

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