Amended ABL Credit Facility
The Sixth Amendment to Credit Agreement, dated as of March 31, 2022 (the “ABL Amendment”), by and among the Company, as borrower, the guarantors named therein, the lenders party thereto and Bank of America, N.A., as administrative agent and collateral agent (in such capacities, the “ABL Agent”), as Australian security trustee and as letter of credit issuer and as swingline lender, amends that certain Credit Agreement, dated as of December 31, 2018, by and among the Company, the guarantors named therein, the lenders party thereto, the letter of credit issuer, the swingline lender and the ABL Agent (as amended, restated, supplemented or otherwise modified from time to time, including by the ABL Amendment, the “Amended ABL Credit Facility”).
Amended Term Loan Facility
The Third Amendment to Term Loan Agreement, dated as of March 31, 2022 (the “Term Loan Amendment”), by and among the Company and Armstrong Flooring Pty Ltd, as borrowers, Borrower, the guarantors named therein, the lenders party thereto and Pathlight Capital LP, as administrative agent, collateral agent and Australian security trustee (in such capacities, the “Term Loan Agent”), amends that certain Term Loan Agreement, dated as of June 23, 2020, by and among the Company, the guarantors named therein, the lenders party thereto and the Term Loan Agent (as amended, restated, supplemented or otherwise modified from time to time, including by the Term Loan Amendment, the “Amended Term Loan Facility”).
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The foregoing summaries of the ABL Amendment and the Term Loan Amendment do not purport to be complete and are subject to, and qualified in their entirety by reference to, the ABL Amendment and the Term Loan Amendment, copies of which are filed as Exhibits 10.1 and 10.2 hereto and are incorporated herein by reference.
There can be no assurance that the Company will reach agreement on any such potential transaction. Also, even if such an agreement is reached, it is possible that any such transaction would need to be completed through a court-supervised insolvency process. Moreover, the Company continues to face certain risks and uncertainties that have been affecting its business and operations. The Amended ABL Facility and the Amended Term Loan Facility contain provisions that require the Company and its subsidiaries to adhere to various covenants, including meeting the Definitive Agreement Milestone and the Closing Milestone, as described above, and there can be no assurance that the Company will be able to comply with these covenants. The failure to comply with any of these covenants would constitute a default under the terms of the Amended ABL Credit Facility and/or the Amended Term Loan Facility, as applicable, which could have an adverse effect on the Company, including affecting its access to liquidity. In such circumstance, absent additional accommodations from the Company’s lenders, the lenders under the Amended ABL Credit Facility and/or the Amended Term Loan Facility could exercise remedies and/or the Company could determine to seek protection through a court-supervised insolvency process. In addition, the cash dominion arrangement provided for in the
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