6-K 1 dp54560_6k.htm FORM 6-K



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 6-K
 
 
  REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934


For the month of March 2015
 

 
Commission File Number: 001-13742

ISRAEL CHEMICALS LTD.
(Exact name of registrant as specified in its charter)

Israel Chemicals Ltd.
Millennium Tower
23 Aranha Street
P.O. Box 20245
Tel Aviv, 61202 Israel
(972-3) 684-4400
(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F
X
 
Form 40-F
 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes
   
No
X

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes
   
No
X





 
 

 
 
ISRAEL CHEMICALS LTD.

1.           Immediate Report dated March 24, 2015 regarding loan from a syndicate of banks
 
 
 

 

Item 1

March 24, 2015

Loan from a Syndicate of Banks
 
Israel Chemicals Ltd. (the "Company") hereby reports that on March 23, 2015, it entered into an agreement with a group of eleven (11) international banks (the "Lenders"), whereby the Lenders will extend to the Company a revolving credit facility in a total amount of USD 1,705 million (the "Credit Facility" or the "Loan Agreement", as the case may be), on the following terms:
 
1.
The Loan Agreement is for a term of five full years ("bullet") from the date on which the Credit Facility is actually made available.
 
2.
The Loan Agreement does not include an undertaking for minimum use of the Credit Facility. A non-use fee will be at the rate of 0.21% per year.
 
3.
Annual interest will apply to the amount of the loan actually used, scaled to the amount of the Credit Facility actually used, as follows:
 
Up to 33% credit:
Libor + 0.7%
From 33% to 66% credit:
Libor + 0.8% (on the entire sum used)
66% credit or more:
Libor + 0.95% (on the entire sum used)
 
4.
The Company has an option to choose between a dollar loan and a euro loan.
 
5.
Under the Loan Agreement, the Company assumed restrictions that include financial covenants, a cross-default mechanism and a negative pledge. The information below regards to the financial covenants set for the Company in the Loan Agreement, and compliance with them:

Financial covenants1
Financial ratio required per
the agreement
Financial ratio on
December 31, 2014
The Company's equity shall not be less than -
2,000 million
USD 2,974 million
EBITDA to net interest expense ratio
More than or equal to 3.5
18.2
Net financial debt to EBITDA ratio
Less than 3.5
1.76
Ratio of financial liabilities of subsidiaries to total assets of the Company
Less than 10%
0.80%
 
7.
This Loan Agreement replaces credit facilities taken on March 2011 and December 2011 in the amount of USD 1,325 million for a period of five years (bullet loan) which will now be repaid early and credit facilities taken on the first quarter of 2014 in the amount of approximately USD 125 million.
 
8.
The engagement in the Loan Agreement with the Lenders will be through a wholly-owned subsidiary of the Company and with the Company's guarantee.


Review of compliance with the above financial covenants is as required in the Loan Agreement, according to the data from the consolidated financial statements of the Company at December 31, 2014.
 
 
 

 
 
SIGNATURE


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, thereunto duly authorized.
 

   
Israel Chemicals Ltd.
 
 
     
By:
/s/ Avi Doitchman
       
Name:
Avi Doitchman
       
Title:
Executive Vice President, Chief Financial
Officer & Strategy

   
Israel Chemicals Ltd.
 
 
     
By:
/s/ Lisa Haimovitz
       
Name:
Lisa Haimovitz
       
Title:
Vice President, General Counsel and
Corporate Secretary

Date: March 24, 2015