Trecora Resources (NYSE:TREC) Files An 8-K Entry into a Material Definitive Agreement

Trecora Resources (NYSE:TREC) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.Entry into a Material Definitive Agreement.

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On July 31, 2018, Texas Oil & Chemical Co. II, Inc., a wholly-owned subsidiary of Trecora Resources (the “Borrower”), and certain of its subsidiaries, as guarantors (the “Guarantors”), entered into a Fourth Amendment to Amended and Restated Credit Agreement (the “Fourth Amendment”) related to the Amended and Restated Credit Agreement, dated as of October 1, 2014 (as amended, supplemented and modified prior to the date hereof, the “Credit Agreement”), among the Borrower, the Guarantors, the lenders from time to time party thereto and Bank of America, N.A., as Administrative Agent, Swingline Lender and L/C Issuer. Merrill Lynch, Pierce, Fenner & Smith Incorporated and Citibank, N.A. acted as joint lead arrangers and bookrunners for the transaction in connection with the Fourth Amendment.

to the Fourth Amendment, the revolving commitment under the Credit Agreement (the “Revolving Facility”) was increased from $60.0 million to $75.0 million. Total borrowings under the term loan facility of the Credit Agreement (the “Term Loan Facility” and, together with the Revolving Facility, the “Credit Facilities”) were increased to $87.5 million under a single combined term loan, which comprised new term loan borrowings together with approximately $60.4 million of previously outstanding term loans under the Term Loan Facility. Proceeds of the new borrowings under the Term Loan Facility were used to repay a portion of the outstanding borrowings under the Revolving Facility and pay fees and expenses of the transaction. The Fourth Amendment also increased the size of the accordion feature allowing the Borrower to request an increase to the commitment under the Revolving Facility and/or the Term Loan Facility by an additional amount of up to $50.0 million in the aggregate, subject to the lenders acceptance of any increased commitment and certain other conditions.

The Fourth Amendment extended the maturity date for the Credit Agreement from October 1, 2019 to July 31, 2023 and decreased the interest rate margin applicable to borrowings under each of the Credit Facilities. Following the effective date of the Fourth Amendment, borrowings under each of the Credit Facilities will bear interest on the outstanding principal amount at a rate equal to LIBOR plus an applicable margin of 1.25% to 2.25% (decreased from 2.00% to 3.00%) or, at the option of the Borrower, the Base Rate (as defined in the Credit Agreement) plus an applicable margin of 0.25% to 1.25% (decreased from 1.00% to 2.00%), in each case, with the applicable margin being determined based on the Consolidated Leverage Ratio (as defined in the Credit Agreement) of the Borrower. A commitment fee between 0.20% and 0.30% (decreased from 0.25% to 0.375%) is also payable quarterly on the unused portion of the Revolving Facility. Borrowings under the Term Loan Facility continue to be subject to quarterly amortization payments based on a commercial >

The Fourth Amendment also modified certain covenants and other provisions of the Credit Agreement to provide the Borrower and its subsidiaries additional flexibility, including (i) increasing the maximum Consolidated Leverage Ratio that must be maintained by the Borrower to 3.50 to 1.00 (subject to temporary increase following certain acquisitions), with compliance to begin with the quarter ended December 31, 2018, (ii) decreasing the minimum Consolidated Fixed Charge Coverage Ratio (as defined in the Credit Agreement) that must be maintained by the Borrower to 1.15 to 1.00 and (iii) eliminating the requirement that the Borrower maintain a minimum asset coverage ratio.

All obligations under the Credit Agreement continue to be unconditionally guaranteed by the Guarantors and continue to be secured by a first priority lien on substantially all of the assets of the Borrower and the Guarantors under the Credit Agreement.

The foregoing description does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Fourth Amendment attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 2.03.

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

Item 9.01.Financial Statements and Exhibits.

(d)Exhibits

Exhibit No.

Description of Exhibit

10.1

Fourth Amendment to Amended and Restated Credit Agreement, dated as of July 31, 2018, among Texas Oil & Chemical Co. II, Inc., as Borrower, certain subsidiaries of the Borrower, as Guarantors, the Lenders from time to time party thereto, Citibank, N.A., as an L/C Issuer, and Bank of America, N.A., as Administrative Agent, Swingline Lender and an L/C Issuer.


TRECORA RESOURCES Exhibit
EX-10.1 2 exhibit10-1.htm FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT Exhibit FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENTTHIS FOURTH AMENDMENT TO AMENDED AND RESTATED CREDIT AGREEMENT (this “Amendment”),…
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About Trecora Resources (NYSE:TREC)

Trecora Resources, formerly Arabian American Development Company, is engaged in manufacturing of specialty petrochemical products and synthetic waxes, and providing custom processing services. The Company operates through two segments: manufacturing of various specialty petrochemical products and manufacturing of specialty synthetic waxes. The specialty petrochemical products segment operates through South Hampton Resources, Inc. (SHR). The specialty synthetic wax segment operates through Trecora Chemical, Inc. (TC). SHR owns and operates a specialty petrochemical facility that produces hydrocarbons and other petroleum-based products, including isopentane, normal pentane, isohexane and hexane. TC produces specialty polyethylene and poly alpha olefin waxes, and provides custom processing services. TC provides custom manufacturing, distillation, blending, forming, and packaging of finished and intermediate products, and wax products for coatings, hot melt adhesives and lubricants.

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