| Item 1.01 | Entry into a Material Definitive Agreement. |
On August 29, 2022, Avient Corporation (“Avient”) entered into the Amendment Agreement No. 7 (the “Term Loan Amendment”) relating to the Credit Agreement, dated as of November 12, 2015, by and among Avient, Citibank, N.A., as administrative agent, and the lenders party thereto (as amended, restated, amended and restated, supplemented or otherwise modified prior to the date hereof, and as further amended by the Term Loan Amendment, the “Credit Agreement”), with Citibank, N.A., as administrative agent (the “Agent”), and the other agents and lenders named therein. Pursuant to the Term Loan Amendment, Avient, among other things, incurred a new tranche of additional term loans (the “New Term Loans”) in an aggregate principal amount equal to $575 million. The New Term Loans were fully drawn on August 29, 2022. The interest rates per annum applicable to the New Term Loans will be either (i) Adjusted Term SOFR (as defined in the Term Loan Amendment) plus 3.25% or (ii) a Base Rate (as defined in the Term Loan Amendment) plus 2.25%. The other terms and conditions, including the maturity date, that apply to the New Term Loans are substantially the same as the terms and conditions that applied to the existing term loans under the Credit Agreement immediately prior to the Term Loan Amendment.
The lenders and agents or their affiliates under the Term Loan Amendment have in the past provided, and may in the future provide, advisory and other services to, or engage in transactions with, Avient and receive customary compensation therefor.
The above summary of the Term Loan Amendment is qualified in its entirety by reference to the Term Loan Amendment, which is attached hereto as 10.1, and is incorporated herein by reference.
| Item 2.01 | Completion of Acquisition or Disposition of Assets. |
As previously disclosed, on June 23, 2022, Avient and Koninklijke DSM N.V., a public limited liability company incorporated under the laws of the Netherlands (“Seller”), entered into a Sale and Purchase Agreement (the “Purchase Agreement”), which provides for, among other things, Avient’s acquisition from Seller of (a) all of the equity of DSM Protective Materials International B.V., a private limited liability company organized under the laws of the Netherlands, DSM Protective Materials B.V., a private limited liability company organized under the laws of the Netherlands, and DSM Protective Materials LLC, a Delaware limited liability company, and (b) certain other assets related to Seller’s protective materials business (such equity and assets together, the “DPM Business”) (such acquisition of the DPM Business, the “Acquisition”).
On September 1, 2022 (the “Completion Date”), upon the terms and subject to the conditions set forth in the Purchase Agreement, the Acquisition was completed.
| Item 2.03 | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Obligation of a Registrant. |
The information set forth in Item 1.01 is incorporated herein by reference.
On the Completion Date, Avient issued a press release announcing the completion of the Acquisition. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
(a) Financial Statement of Business Acquired.
Avient previously provided the financial statements required by Item 9.01(a) of Form 8-K as Exhibit 99.1 to its Current Report on Form 8-K filed on August 3, 2022.
(b) Pro Forma Financial Information.
