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 June 28, 2022, Chemed Corporation (“Chemed” or "we") entered into $550 million of amended and restated senior secured credit facilities (“Credit Facilities”). JPMorgan Chase Bank, N.A, acted as the Administrative Agent, and Lead-left Bookrunner and Joint Lead Arranger. Bank of America, N.A. acted as Co-Syndication agent and Joint Bookrunner/Lead Arranger. PNC Bank National Association was the Documentation Agent.
Terms of the Credit Facilities consist of a five-year $450 million revolving credit facility, a five-year $100 million term loan. The interest rate on the Credit Facilities has a floating rate that is generally the secured overnight financing rate (“SOFR”) plus an additional tiered rate which varies based on our current leverage ratio. An expansion feature is included in the Credit Facilities that provides Chemed the opportunity to increase its revolver and or term loan for an additional $250 million.
The foregoing summary of the Credit Facilities is qualified in its entirety by reference to the Fifth Amended and Restated Credit Agreement, dated as of June 28, 2022, a copy of which is attached hereto as Item 10.1.
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 is hereby incorporated by reference into this item 2.03
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
10.1 Fifth Amended and Restated Senior Secured Credit Facility by and among Chemed Corporation, JP Morgan Chase Bank, National Association and other lenders thereto as of June 28, 2022.
99.1 Press Release, dated June 29, 2022, of Chemed Corporation, announcing entry into the Amended and Restated Credit Facility.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| CHEMED CORPORATION |
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Date: | June 29, 2022 |
| By: | /s/ Michael D. Witzeman |
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| Michael D. Witzeman |
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| Vice President and Controller |