West Corporation (NASDAQ:CSWC) Files An 8-K Entry into a Material Definitive Agreement
Item1.01
| Entry into a Material Definitive Agreement. |
On December19, 2016, West Corporation (West or the Company)
issued a press release announcing execution of an amendment to
its Credit Agreement (as defined below). A copy of the press
release is attached hereto as Exhibit 99.1 and is incorporated by
reference in its entirety.
On December19, 2016, West, certain domestic subsidiaries of West,
as subsidiary borrowers, Wells Fargo Bank, National Association
(Wells Fargo), as administrative agent, and the various lenders
party thereto modified the Companys senior secured credit
facilities by entering into Amendment No.8 to Amended and
Restated Credit Agreement (the Eighth Amendment), amending the
Companys Amended and Restated Credit Agreement, dated as of
October5, 2010, by and among West, Wells Fargo, as administrative
agent, and the various lenders party thereto, as lenders (as
previously amended by Amendment No.1 to Amended and Restated
Credit Agreement, dated as of August15, 2012, Amendment No.2 to
Amended and Restated Credit Agreement, dated as of October24,
2012, Amendment No.3 to Amended and Restated Credit Agreement;
Amendment No.1 to Guarantee Agreement, dated as of February20,
2013, Amendment No.4 to Amended and Restated Credit Agreement,
dated as of January24, 2014, Amendment No.5 to Amended and
Restated Credit Agreement, dated as of July1, 2014, Amendment
No.6 to Amended and Restated Credit Agreement, dated as of
November24, 2015 and Amendment No.7 to Amended and Restated
Credit Agreement, dated as of June17, 2016, the Credit Agreement,
and the Credit Agreement, as amended by the Eighth Amendment, the
Amended Credit Agreement).
The Eighth Amendment reduces the applicable interest rate margin
of the Companys Term B-12 Loans by 50 basis points and of its
Term B-14 Loans by 25 basis points, as well as reduces the LIBOR
floor and base rate floor on its Term B-14 Loans from 0.75% to
zero, and from 1.75% to zero, respectively. The LIBOR and base
rate floors for the Term B-12 Loans remain at 0.75% and 1.75%,
respectively, following the Eighth Amendment.
As of the effective date of the Eighth Amendment, the Company had
outstanding the following Term B-12 Loans and Term B-14 Loans:
|
Term B-12 Loans in an aggregate principal amount of approximately $867.8 million due June 2023. The interest rate margins applicable to the Term B-12 Loans are 2.50%, for LIBOR rate loans, and 1.50%, for base rate loans; and |
|
Term B-14 Loans in an aggregate principal amount of approximately $259.4 million due June 2021. The interest rate margins applicable to the Term B-12 Loans are 2.50%, for LIBOR rate loans, and 1.50%, for base rate loans. |
The Amended Credit Agreement also provides for a soft call option
applicable to the Term B-12 Loans and Term B-14 Loans. The soft
call option provides for a premium equal to 1.0% of the amount of
the repricing payment, in the event that, on or prior to the six
month anniversary of the effective date of the Eighth Amendment,
West or the subsidiary borrowers enter into certain repricing
transactions.
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In addition, the Amended Credit Agreement provides that, if the
effective yield applicable to any incremental term loans issued
under the Amended Credit Agreement within 18 month of the
effective date of the Eighth Amendment that are B term loans
ranking equal in priority with respect to the collateral with the
Term B-12 Loans and Term B-14 Loans under the Amended Credit
Agreement exceeds the effective yield on the B term loans
outstanding prior to such incremental borrowing by more than 50
basis points (giving effect to original issue discount, if any),
then the effective yield on the B term loans (other than such
incremental term loans) shall be increased by the same amount
minus 50 basis points.
In connection with the Eighth Amendment, the Company incurred
refinancing expenses of approximately $2.6 million of fees and
expenses.
The foregoing description of the Eighth Amendment does not
purport to be complete and is qualified in its entirety by
reference to the full text of the Eighth Amendment, which is
filed as Exhibit 10.1 to this current report on Form 8-K.
Item2.03 Creation of a Direct Financial Obligation or an
Obligation under an Off-Balance Sheet Arrangement of a
Registrant.
The information set forth in Item1.01 is incorporated by
reference into this Item2.03.
| Item9.01 | Financial Statements and Exhibits |
(d)Exhibits
| 10.1 |
Amendment No. 8 to Amended and Restated Credit Agreement, dated as of December19, 2016, by and among West Corporation, the Subsidiary Borrowers party thereto, Wells Fargo Bank, National Association, as administrative agent, and the lenders party thereto, to the Amended and Restated Credit Agreement, dated as of October5, 2010, by and among West Corporation, the lenders from time to time party thereto and Wells Fargo Bank, National Association, as administrative agent. |
|
| 99.1 | Press Release dated December 19, 2016. |
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About West Corporation (NASDAQ:CSWC)
Capital Southwest Corporation is an investment company that specializes in providing customized financing to middle market companies in a range of industry segments located primarily in the United States. The Company is a specialty lending company. Its principal investment objective is to produce risk-adjusted returns by generating current income from debt investments and capital appreciation from its equity and equity related investments. It focuses on partnering with business owners, management teams and financial sponsors to provide financing solutions to fund growth, changes of control, or other corporate events. In allocating future investments, it focuses on investing in senior and subordinated debt securities secured by security interests in portfolio company assets, coupled with equity interests. It targets senior and subordinated investments in the lower middle market and private loan transactions, as well as first and second lien syndicated loans in middle market companies. West Corporation (NASDAQ:CSWC) Recent Trading Information
West Corporation (NASDAQ:CSWC) closed its last trading session down -0.07 at 16.16 with 15,861 shares trading hands.
