Subsequent Events

12 Months Ended

Jan. 28, 2024

Subsequent Events [Abstract]

Subsequent Events

SUBSEQUENT EVENTS

On February 9, 2024, Core & Main LP entered into a new $750 million incremental seven-year term loan (the “2031 Senior Term Loan”), which matures on February 9, 2031. The 2031 Senior Term Loan requires quarterly principal payments, payable on the last business day of each fiscal quarter in an amount equal to approximately 0.25% of the original principal amount of the 2031 Senior Term Loan. The remaining balance is payable upon final maturity of the 2031 Senior Term Loan on February 9, 2031. The 2031 Senior Term Loan bears interest at a rate equal to (i) Term SOFR plus, in each case, an applicable margin of 2.25% or (ii) an alternate base rate plus an applicable margin of 1.25%. The 2031 Senior Term Loan is subject to a Term SOFR “floor” of 0.00%.

On February 9, 2024, Core & Main LP amended the terms of the credit agreement governing the Senior ABL Credit Facility (as amended, the “New Senior ABL Credit Facility”) in order to, among other things, extend the maturity of the Senior ABL Credit Facility from July 27, 2026 to February 9, 2029 and amend the credit agreement governing the New Senior ABL Credit Facility to the extent necessary or appropriate to reflect the extension of the amended maturity.

On February 12, 2024, Core & Main LP entered into an instrument pursuant to which it will make payments to a third party based upon a fixed interest rate of 3.913% and receive payments based upon the one-month Term SOFR rate. The interest rate swap has a starting notional amount of $750 million that increases to $1,500 million on July 27, 2026 through the instrument maturity on July 27, 2028. The instrument is intended to reduce the Company’s exposure to variable interest rates under the 2031 Senior Term Loan.

Subsequent to January 28, 2024, the Company acquired all of the outstanding shares of Dana Kepner Company LLC and associated entities. (“Dana Kepner”) and acquired certain assets and assumed certain liabilities of Eastern Supply Inc. and a related entity (“Eastern Supply”) in transactions with an aggregate transaction value of $548 million, subject to working capital adjustments (the “Fiscal 2024 Acquisitions”). Dana Kepner has twenty-one locations and is a distributor of water, wastewater, storm drainage, and geotextile products, along with specialty tools and accessories. Eastern Supply has two branches and is a distributor of a broad range of storm drainage products, with custom fabrication capabilities. Given the recent closure of the Fiscal 2024 acquisitions, the preliminary purchase price allocation is not available as of the issuance date, however is expected to primarily be ascribed to customer relationships, working capital, and fixed assets with the residual balance going to goodwill.