Adams Resources & Energy Inc.

07/16/2024 | Press release | Distributed by Public on 07/16/2024 14:19

Material Agreement Form 8 K

Item 1.01 Entry into a Material Definitive Agreement.
On July 16, 2024, Adams Resources & Energy, Inc. (the "Company") entered into Amendment No. 2 (the "Second Amendment") to the Credit Agreement dated October 27, 2022 (the "Credit Agreement"), by and among the Company, GulfMark Asset Holdings, LLC and Service Transport Company, each a wholly-owned subsidiary of the Company, as borrowers, Cadence Bank N.A., as administrative agent, swingline lender and issuing lender, and the other lenders party thereto, as amended by Amendment No. 1 to Credit Agreement dated as of August 2, 2023 (the "First Amendment"). All capitalized words used in the below description of the Second Amendment, but not defined herein, have the meanings assigned to them in the Credit Agreement, which was included as Exhibit 10.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on November 1, 2022, or in the First Amendment, which was included as Exhibit 10.1 to the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on August 2, 2023, as applicable.
The Second Amendment amends and restates the definitions of the Fixed Charge Coverage Ratio and Consolidated Fixed Charges in order (i) to remove the inclusion of Operating Lease Expenses paid in cash from both the numerator and denominator in the calculation of the Consolidated Fixed Charge Coverage Ratio, and (ii) to clarify that only Consolidated Interest Expense paid in cash is included in the denominator of the Fixed Charge Coverage Ratio. These amendments apply to the financial covenant calculations for the period ending June 30, 2024 and thereafter.
The foregoing summary description of certain terms of the Second Amendment does not purport to be complete, and is qualified in its entirety by reference to the full text of the Second Amendment, a copy of which is filed as Exhibit 10.1 hereto and incorporated by reference herein.