UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On October 11, 2023 (the “Closing Date”), Koppers Inc. (“Koppers” or the “Company”), a wholly-owned subsidiary of Koppers Holdings Inc. (“Holdings”), entered into Amendment No. 2 (“Amendment No. 2”) to the Credit Agreement, dated June 17, 2022, with Holdings, certain lenders and letter of credit issuers, PNC Bank, National Association, as revolving administrative agent, collateral agent and swingline loan lender, and Wells Fargo Bank, National Association, as term administrative agent (as amended by that certain Amendment No. 1, dated April 10, 2023, the “Credit Agreement”).
Among other things, as more fully set forth therein, Amendment No. 2 reduces the interest rate margins applicable to the $399,000,000 senior secured term loan facility under the Credit Agreement (the “Term Loan B”) by 50 basis points from 4.00% with a floor of 50 basis points (0.50%) to 3.50% with a floor of 50 basis points (0.50%), in the case of adjusted Term SOFR Rate or adjusted Daily Simple SOFR loans, and from 3.00% with a floor of 1.50% to 2.50% with a floor of 1.50%, in the case of alternate base rate loans. The principal balance of the Term Loan B will be repayable in quarterly installments in an amount equal to 0.25% of the principal amount, commencing on January 1, 2024 and on the last business day of each March, June, September and December thereafter, with the balance due at maturity on April 10, 2030. Prepayments of the Term Loan B within the first six months after the Closing Date will be subject to a prepayment premium in an amount equal to 1.00% of the principal amount of the Term Loan B being prepaid.
All other material terms, conditions and covenants under the Credit Agreement remain unchanged.
The foregoing description of Amendment No. 2 does not purport to be a complete statement of the parties’ rights and obligations under Amendment No. 2. The foregoing description of Amendment No. 2 is qualified in its entirety by reference to Amendment No. 2, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. On October 12, 2023, the Company issued a press release regarding Amendment No. 2, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. |
The description of the terms of Amendment No. 2 set forth above in Item 1.01 is incorporated by reference into this Item 2.03.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
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.
| KOPPERS HOLDINGS INC. | ||||||
| Date: October 12, 2023 | By: | /s/ Jimmi Sue Smith | ||||
| Jimmi Sue Smith Chief Financial Officer | ||||||