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MSC INDUSTRIAL DIRECT CO., INC.

(MSM)
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MSC INDUSTRIAL DIRECT CO INC : Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits (form 8-K)

08/30/2021 | 04:56pm EDT

Item 1.01. Entry into a Material Definitive Agreement.

On August 24, 2021, MSC Industrial Direct Co., Inc. (the "Company") entered into Amendment No. 1 to the Credit Agreement, dated as of August 24, 2021 (the "Amendment"), by and among the Company, the subsidiary guarantors party thereto, the lenders and issuing lenders party thereto (the "Lenders"), and JPMorgan Chase Bank, N.A., as administrative agent (the "Administrative Agent"), which amends the Company's existing Credit Agreement, dated as of April 14, 2017 (as amended, the "Credit Agreement"), by and among the Company, the financial institutions party thereto as lenders and the Administrative Agent. The Amendment provides for, among other things: (i) an extension of the maturity date for the Company's existing $600 million unsecured revolving loan facility (the "Credit Facility") to August 24, 2026; (ii) updates to the performance-based pricing grid determined by the Company's consolidated leverage ratio (as defined in the Credit Agreement); (iii) the replacement of certain Lenders under the Credit Facility; (iv) the addition of certain subsidiary guarantors; (v) procedures for the succession from the London Interbank Offered Rate ("LIBOR") to an alternative benchmark reference rate; and (vi) customary new provisions relating to qualified financial contracts, sanctions and anti-money laundering rules and laws.

Pursuant to the Amendment, borrowings under the Credit Facility bear interest, at the Company's option, either at (i) LIBOR plus the applicable margin for LIBOR loans ranging from 0.875% to 1.250%, based on the Company's consolidated leverage ratio; or (ii) the greatest of (a) the Administrative Agent's prime rate in effect on such day, (b) the federal funds effective rate in effect on such day, plus 0.50% and (c) the applicable LIBOR for a one month interest period on such day, plus 1.00%, plus, in the case of each of clauses (a) through (c), an applicable margin ranging from 0.00% to 0.250%, based on the Company's consolidated leverage ratio. The Company is required to pay a quarterly undrawn fee ranging from 0.075% to 0.175% per annum on the unutilized portion of the Credit Facility, based on the Company's consolidated leverage ratio. The Company is also required to pay quarterly letter of credit usage fees ranging between 0.875% to 1.250% (based on the Company's consolidated leverage ratio) on the amount of the daily average outstanding letters of credit, and a quarterly fronting fee of 0.125% per annum on the undrawn and unexpired amount of each letter of credit. As amended, the Credit Facility continues to include customary covenants, representations and warranties and events of default.

The foregoing description of the Amendment is not complete and is qualified in its entirety by reference to the full terms and conditions of the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Certain of the Lenders under the Credit Facility and/or their affiliates have from time to time performed, and may in the future perform, various commercial banking, investment banking and other financial advisory services for the Company and/or its subsidiaries in the ordinary course of business, for which they have received or will receive customary fees and commissions.

Item 2.03. Creation of a direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth above under Item 1.01 above is hereby incorporated by reference into this Item 2.03.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

    10.1        Amendment No.1 to Credit Agreement, dated as of August 24, 2021,
              by and among MSC Industrial Direct Co., Inc., the subsidiary
              guarantors party thereto, the lenders and issuing lenders party
              thereto, and JPMorgan Chase Bank, N.A., as administrative agent.
     104      Cover Page Interactive Data File (embedded within the Inline XBRL
              document).



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© Edgar Online, source Glimpses

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