Celanese Corporation

02/20/2024 | Press release | Distributed by Public on 02/20/2024 15:10

Material Agreement - Form 8-K

Item 1.01 Entry into a Material Definitive Agreement
Amendments to Credit Agreements
On February 16, 2024, Celanese US Holdings LLC ("Celanese US"), a wholly-owned subsidiary of Celanese Corporation (the "Company") entered into (a) a Third Amendment to Credit Agreement (the "Amendment to the March 2022 Term Loan Credit Agreement"), which amends the Term Loan Credit Agreement, dated as of March 18, 2022, by and among the Company, Celanese US, the subsidiaries of the Company party thereto as guarantors, the lenders party thereto and Bank of America, N.A., as Administrative Agent (as amended, restated, supplemented or otherwise modified prior to February 16, 2024, the "March 2022 Term Loan Credit Agreement"), and (b) a Second Amendment to Credit Agreement (the "Amendment to the Revolving Credit Agreement" and, together with the Amendment to the March 2022 Term Loan Credit Agreement, the "Amendments"), which amends the Revolving Credit Agreement, dated as of March 18, 2022, by and among the Company, Celanese US, Celanese Europe B.V., as a borrower, the subsidiaries of the Company party thereto as guarantors, the lenders party thereto and Bank of America, N.A., as Administrative Agent (as amended, restated, supplemented or otherwise modified prior to February 16, 2024, the "Revolving Credit Agreement" and, together with the March 2022 Term Loan Credit Agreement, the "Credit Agreements").
The Amendments (i) increase the consolidated net leverage ratio financial covenant level applicable under the Credit Agreements from the fiscal quarter ending June 30, 2024 through the fiscal quarter ending March 31, 2026 (the "Covenant Relief Period"), to initially 5.00:1.00, and provides for modified step-down levels for such covenant thereafter, (ii) permit Celanese US to elect to terminate the Covenant Relief Period and the restrictions thereunder if the consolidated net leverage ratio financial covenant level applicable under the Credit Agreements as of any fiscal quarter end is not greater than 3.50:1.00, and (iii) increase the size of the combined negative covenant baskets available under the Credit Agreements for incurring debt of foreign subsidiaries in connection with acquisitions by such foreign subsidiaries and for incurring debt of Chinese subsidiaries for corporate purposes from $700 million to $900 million.
The foregoing description does not constitute a complete summary of the terms of the Amendments and is qualified in its entirety by reference to the copies of the Amendments filed as Exhibits 10.1 and 10.2 to this Current Report, which are incorporated herein by reference.