NN Inc.
08/30/2024 | Press release | Distributed by Public on 08/30/2024 06:21
Material Agreement Form 8 K
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
TLCA Amendment
On August 29, 2024, NN, Inc., a Delaware corporation (the "Company"), certain subsidiaries of the Company named therein, the lenders party thereto and Oaktree Fund Administration, LLC ("Oaktree"), as administrative agent, entered into that certain Amendment No. 4 to Term Loan Credit Agreement (the "TLCA Amendment"), which amended the Company's existing Term Loan Credit Agreement, dated as of March 22, 2021 (as previously amended and as amended by the TLCA Amendment, the "Term Loan Credit Agreement"), by and among the Company, the lenders party thereto from time to time, and Oaktree, as administrative agent.
The TLCA Amendment, among other things, (i) requires the Company to use the net cash proceeds obtained in connection with any future sale and leaseback transactions to prepay any outstanding principal indebtedness under the Term Loan Credit Agreement; (ii) raises the amount of the Company's allowable indebtedness - incurred in connection with the purchase or lease of fixed assets - from $20 million to $40 million, provided that no more than $26,950,000 is used with respect to any sale and leaseback transaction; (iii) makes certain modifications to the Domestic Liquidity (as defined in the Term Loan Credit Agreement) requirements; and (iv) amends certain definitions and other terms under the Term Loan Credit Agreement relating to sale and leaseback transactions.
ABL Amendment
Additionally, on August 29, 2024, the Company, certain subsidiaries of the Company named therein, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, entered into that certain Amendment No. 3 to Credit Agreement (the "ABL Amendment" and together with the TLCA Amendment, the "Loan Amendments"), which amended the Company's existing Credit Agreement, dated as of March 22, 2021 (as previously amended and as amended by the ABL Amendment, the "ABL Credit Agreement"), by and among the Company, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.
The ABL Amendment, among other things, (i) raises the amount of the Company's allowable indebtedness - incurred in connection with the financing of the acquisition, construction or improvement of any fixed or capital assets - from $20 million to $40 million, provided that no more than $26,950,000 is used with respect to any sale and leaseback transaction; (ii) makes certain modifications to the Domestic Liquidity (as defined in the Term Loan Credit Agreement) requirements; and (iii) amends certain definitions and other terms under the ABL Credit Agreement relating to any future sale and leaseback transactions by the Company.
The foregoing summaries of the TLCA Amendment and ABL Amendment are qualified in their entirety by reference to the full text of: (i) the TLCA Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K; and (ii) the ABL Amendment, a copy of which is filed as Exhibit 10.2 to this Current Report on Form 8-K, each of which is incorporated herein by reference.