UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On March 30 2021, Amcor plc (the “Company”) entered into the following agreements:
| · | Amendment No. 2 to the Three-Year Syndicated Facility Agreement (the “Three-Year Amendment”), which amends that certain Three-Year Syndicated Facility Agreement, dated as of April 30, 2019, by and among the Company, and its subsidiaries listed therein (collectively, the “Borrowers”), JPMorgan Chase Bank, N.A., as Administrative Agent and Foreign Administrative Agent, the lenders party thereto and the other parties thereto (as amended to date, including by the Three-Year Amendment, the “Three-Year Facility Agreement”); |
| · | Amendment No. 2 to the Four-Year Syndicated Facility Agreement (the “Four-Year Amendment”), which amends that certain Four-Year Syndicated Facility Agreement, dated as of April 30, 2019, by and among the Company, and its subsidiaries listed therein (collectively, the “Borrowers”), JPMorgan Chase Bank, N.A., as Administrative Agent and Foreign Administrative Agent, the lenders party thereto and the other parties thereto (as amended to date, including by the Four-Year Amendment, the “Four-Year Facility Agreement”); and |
| · | Amendment No. 2 to the Five-Year Syndicated Facility Agreement (the “Five-Year Amendment”), which amends that certain Five-Year Syndicated Facility Agreement, dated as of April 30, 2019, by and among the Company, and its subsidiaries listed therein (collectively, the “Borrowers”), JPMorgan Chase Bank, N.A., as Administrative Agent and Foreign Administrative Agent, the lenders party thereto and the other parties thereto (as amended to date, including by the Five-Year Amendment, the “Five-Year Facility Agreement”, together with the Restated Three-Year Facility Agreement and the Four-Year Facility Agreement, each, a “Facility Agreement” and, collectively, the “Facility Agreements”). |
Among other changes, these amendments extend the Maturity Date of each of the Facility Agreements by one (1) year, add customary LIBOR benchmark replacement language, revise the definition of “EBITDA” to include certain additional addbacks and deductions, remove the financial covenant requiring the Company to comply with a minimum net interest expense coverage ratio, increase the maximum permitted leverage ratio and permit further increases thereof at the Company’s election after the consummation of certain qualified transactions by the Company, and increase the general debt basket and the general lien basket to a greater percentage of total tangible assets of the Company and its subsidiaries.
The borrowing commitment amount of each of the Facility Agreements remains unchanged as a result of the amendments.
The above description is only a summary of certain provisions of the Facility Agreements and is qualified in its entirety by reference to the full text of the Amendments (including the forms of each restated Facility Agreement attached as Annex I in each Amendment), copies of which are filed as Exhibit 10.1, 10.2 and 10.3 to this Current Report on Form 8-K and are incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
The following exhibits are filed herewith:
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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.
| AMCOR PLC | |||
| By: | /s/ Damien Clayton | ||
| Name: | Damien Clayton | ||
| Title: | Company Secretary | ||
Dated: March 31, 2021
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