0001090061-18-000016.txt : 20180305 0001090061-18-000016.hdr.sgml : 20180305 20180305165210 ACCESSION NUMBER: 0001090061-18-000016 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180305 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant FILED AS OF DATE: 20180305 DATE AS OF CHANGE: 20180305 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OMNOVA SOLUTIONS INC CENTRAL INDEX KEY: 0001090061 STANDARD INDUSTRIAL CLASSIFICATION: FABRICATED RUBBER PRODUCTS, NEC [3060] IRS NUMBER: 341897652 STATE OF INCORPORATION: OH FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15147 FILM NUMBER: 18666847 BUSINESS ADDRESS: STREET 1: 25435 HARVARD RD CITY: BEACHWOOD STATE: OH ZIP: 44122 BUSINESS PHONE: 2166827000 MAIL ADDRESS: STREET 1: 25435 HARVARD RD CITY: BEACHWOOD STATE: OH ZIP: 44122 8-K 1 a3_5x18refinancingform8-k.htm 8-K Document


SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
 
 
 
 
FORM 8-K
 
 
 
 
 

Current Report
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): March 2, 2018
 
 
 
 
 
 
    
OMNOVA SOLUTIONS INC.
(Exact Name of Registrant as Specified in its Charter)
 
 
 
 
 
 

 
 
 
 
 
Ohio
 
001-15147
 
34-1897652
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
 
 
25435 Harvard Road, Beachwood, Ohio
 
44122-6201
 
 
(Address of Principal Executive Offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (216) 682-7000
Not Applicable
(Former name or former address, if changed since last report.)
 
 
 
 
 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 






Item 1.01
Entry into a Material Definitive Agreement
On March 2, 2018, OMNOVA Solutions Inc. (the “Company”) entered into Amendment No. 4 (the “Term Loan Amendment”) to the Amended and Restated Term Loan Credit Agreement (as amended, the “Term Loan Agreement”) with Deutsche Bank AG New York Branch, as Administrative Agent and Collateral Agent, and the other financial institutions party thereto.
Primarily, the Term Loan Amendment (1) reduces the margins for borrowings under the Term Loan Agreement by 100 basis points to 3.25% for Eurodollar rate loans and 2.25% for base rate loans and (2) permits the Company to request additional term loans or incremental equivalent debt borrowings (the “Additional Term Loans”) in a maximum aggregate amount equal to the greater of (a) $120.0 million (an increase from $85.0 million previously) and (b) an aggregate principal amount such that, on a pro forma basis (giving effect to any Additional Term Loans), the Company’s senior secured leverage ratio will not exceed 4.00 to 1.00.
The foregoing does not constitute a complete summary of the terms of the Term Loan Amendment, which is qualified in its entirety by reference to such amendment.
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
The information described in Item 1.01 above relating to Amendment No. 4 is incorporated herein by reference into this Item 2.03.









SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
OMNOVA SOLUTIONS INC.
 
 
By:
 
/s/ Frank P. Esposito
Name:
 
Frank P. Esposito
Title:
 
Corporate Secretary & Investor Relations;
Assistant General Counsel
Date:
 
March 5, 2018