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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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:
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 Entry into a Material Definitive Agreement.
Loan Agreement
On September 29, 2022 (the “Restatement Effective Date”), Myers Industries, Inc. (the “Company”), MYE Canada Operations Inc. and Scepter Canada Inc. as foreign subsidiary borrowers (collectively, the “Borrowers”), the lenders party thereto (the “Lenders”) and JPMorgan Chase Bank, N.A., as administrative agent (the “Administrative Agent”) entered into a Seventh Amended and Restated Loan Agreement (the “Restated Loan Agreement”). The Restated Loan Agreement amended and restated the Sixth Amended and Restated Loan Agreement, dated as of March 12, 2021, among the Borrowers, the lenders parties thereto and the Administrative Agent (the “Existing Loan Agreement”).
The Restated Loan Agreement provides for a revolving credit facility in an aggregate committed principal amount of $250 million, which includes a letter of credit subfacility and swingline subfacility (the “Revolving Facility”). The proceeds of the Revolving Facility were used to repay in full all existing revolving loans under the Existing Loan Agreement and to pay related transaction fees and expenses. The outstanding letters of credit issued under the Existing Loan Agreement were deemed issued under the Revolving Facility on the Restatement Effective Date. The Revolving Facility will be available for the ongoing working capital requirements of the Company and its subsidiaries and for general corporate purposes. The Restated Loan Agreement, among other things, increases the amount of dividends the Company is entitled to make under certain circumstances.
The applicable interest rate for borrowings under the Revolving Facility includes interest rate spreads that range between (i) 1.025% and 1.600% for Term SOFR, RFR, EURIBOR and CDOR-based borrowings and (ii) 0.025% and 0.60% for Alternate Base Rate borrowings.
The foregoing description of the Restated Loan Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Restated Loan Agreement attached to this Form 8-K as Exhibit 10.1 and incorporated herein by reference.
Note Purchase Agreement
Also on September 29, 2022, the Company entered into a Fourth Amendment (the “Note Purchase Amendment”) to the Note Purchase Agreement dated as of October 22, 2013, among the Company, the subsidiary guarantors identified therein and each of the institutions which is a signatory thereto. The Note Purchase Amendment amends the restricted payment covenant to correspond with the changes made in the Restated Loan Agreement.
The foregoing description of the Note Purchase Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Note Purchase Amendment attached to this Form 8-K as Exhibit 10.2 and 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 disclosure in Item 1.01 and Exhibits 10.1 and 10.2 of this report are incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number |
Description |
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10.1 |
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10.2 |
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104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
*Pursuant to Item 601(b)(10) of Regulation S-K, certain exhibits and schedules have been omitted from this filing. The registrant agrees to furnish the Commission on a supplemental basis a copy of any omitted provisions, exhibit or schedule.
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.
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Myers Industries, Inc. |
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Date: |
October 4, 2022 |
By: |
/s/ Monica P. Vinay |
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Monica P. Vinay |