Aramark
03/27/2024 | Press release | Distributed by Public on 03/27/2024 14:34
Material Agreement - Form 8-K
Item 1.01. Entry into a Material Definitive Agreement.
Amendment No. 14 to the Credit Agreement
On March 27, 2024 (the "Closing Date"), Aramark Services, Inc. (the "Company"), an indirect wholly-owned subsidiary of Aramark ("Aramark" or "Parent"), Aramark Intermediate HoldCo Corporation ("Holdings") and certain wholly-owned domestic subsidiaries of the Company entered into Amendment No. 14 (the "Amendment") with the financial institutions party thereto and JPMorgan Chase Bank, N.A. as administrative agent for the Lenders (as defined below) and collateral agent for the secured parties thereunder to the Credit Agreement (as amended by the Amendment, the "Credit Agreement"), dated March 28, 2017, among the Company, Holdings, certain other borrowers party thereto and certain wholly-owned domestic subsidiaries of the Company, the financial institutions from time to time party thereto (including the financial institutions party to the Amendment, the "Lenders"), the issuing banks named therein and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders and collateral agent for the secured parties thereunder.
The Amendment provides for, among other things, the repricing of all of the U.S. Term B-5 Loans (as defined in the Credit Agreement) and U.S. Term B-6 Loans (as defined in the Credit Agreement) previously outstanding under the Credit Agreement by refinancing (i) all of the U.S. Term B-5 Loans previously outstanding under the Credit Agreement with new U.S. Term B-7 Loans in an amount equal to $730,458,023.44 due in April 2028 and (ii) all of the U.S. Term B-6 Loans previously outstanding under the Credit Agreement with new U.S. Term B-8 Loans in an amount equal to $1,094,500,000.00 due in June 2030. The new U.S. Term B-7 Loans and the new U.S. Term B-8 Loans were funded in full on the Closing Date and were applied by the Company to refinance the entire principal amount of U.S. Term B-5 Loans and the U.S. Term B-6 Loans previously outstanding under the Credit Agreement.
The new U.S. Term B-7 Loans and the new U.S. Term B-8 Loans each bear interest at a rate equal to, at the Company's election, either (a) a forward-looking term rate based on SOFR for the applicable interest period ("Adjusted Term SOFR") or (b) a base rate determined by reference to the highest of (1) the prime rate of the administrative agent, (2) the federal funds rate plus0.50% and (3) the Adjusted Term SOFR for a one month interest period plus1.00%, plusan applicable margin set initially at 2.00% for borrowings based on Adjusted Term SOFR and 1.00% for borrowings based on the base rate.
The U.S. Term B-7 Loans do not require any quarterly repayments of the principal amount. The U.S. Term B-8 Loans require repayments of principal in quarterly installments of $2,750,000 from March 31, 2024 through March 31, 2030.
Other than as set forth above, the U.S. Term B-7 Loans and the U.S. Term B-8 Loans are subject to substantially identical terms currently relating to guarantees, collateral, mandatory prepayments and covenants that were applicable to the U.S. Term B-5 Loans and U.S. Term B-6 Loans previously outstanding under the Credit Agreement and the Company's other U.S. Term B Loans currently outstanding under the Credit Agreement.
The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.