Woodward, Inc. (NASDAQ:WWD) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into a Material Definitive Agreement.
The foregoing description of the L’Orange Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the L’Orange Agreement, copies of which the Company plans to file as an exhibit to its Quarterly Report on Form 10-Q for the period ending June30, 2018.
| Conversion to United States Dollars for the purposes hereof is based on a foreign currency exchange rate equal to $1.158 United States Dollars per €1 Euro as of May29, 2018, the date Woodward executed cross-currency swaps of USD for Euro as described in Item 1.01 above and Item 1.01 below in connection with the financing of this transaction. |
Item 1.01 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On May31, 2018, the Company borrowed $167,420,000 in United States Dollars under its existing revolving credit agreement previously entered into by the Company, a syndicate of lenders and Wells Fargo Bank, National Association, as administrative agent. Under the revolving credit agreement, this borrowing will accrue interest at a rate equal to 2.95%per annum. In connection with this borrowing, the Company entered into a cross-currency swap based on a foreign exchange rate equal to $1.158 United States Dollars per €1 Euro, which effectively lowered the interest rate on such borrowing to 0.9613%per annum.
Item 1.01 Regulation FD Disclosure.
On June4, 2018, the Company issued a press release announcing the closing of the L’Orange Agreement. A copy of the press release issued by the Company is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
Item 1.01 Financial Statements and Exhibits.
(d) Exhibits.
10.1 Note Purchase Agreement, dated May 31, 2018, by and among Woodward, Inc. and the purchasers named therein.
10.2 Amendment No. 1 to 2013 Note Purchase Agreement, dated as of May 31, 2018, by and among Woodward, Inc. and the noteholders names therein.
10.3 Amendment No. 1 to 2016 Series M Note Purchase Agreement, dated as of May 31, 2018, by and among Woodward, Inc. and the noteholders names therein.
10.4 Amendment No. 1 to 2016 Series N and O Note Purchase Agreement, dated as of May31, 2018, by and among Woodward International Holding B.V., Woodward, Inc. and the noteholders names therein.
99.1 Press Release, dated June4, 2018, of Woodward, Inc.
Woodward, Inc. ExhibitEX-10.1 2 d590205dex101.htm EX-10.1 EX-10.1 Table of Contents Exhibit 10.1 Execution Version WOODWARD,…To view the full exhibit click here
About Woodward, Inc. (NASDAQ:WWD)
Woodward, Inc. is an independent designer, manufacturer and service provider of energy control and optimization solutions. The Company designs, produces and services energy control products for various applications. The Company’s segments include Aerospace and Industrial. The Company’s Aerospace segment designs, manufactures and services systems and products for the management of fuel, air, combustion and motion control. The Company’s Industrial segment designs, produces and services systems and products for the management of fuel, air, fluids, gases, electricity, motion and combustion. The Company has production and assembly facilities in the United States, Europe and Asia and South America, and promotes its products and services throughout the world. The Company offers solutions for the aerospace, industrial and energy markets. The Company focuses primarily on serving original equipment manufacturers (OEMs) and equipment packagers.
