Loans under the New Revolving Credit Facility may be voluntarily prepaid in whole, or in part, in each case without premium or penalty. Loans under the New Term Loan Facility may be voluntarily prepaid in whole, or in part, in each case without premium or penalty (other than a 1% premium with respect to prepayments on account of certain “repricing events,” subject to exceptions, occurring within 12 months of the closing date of the New Senior Credit Facility to be determined), subject to certain customary conditions.
Subject to certain customary exceptions, the New Senior Credit Facility requires mandatory prepayments, but not permanent reductions of commitments thereunder, for excess cash flow, asset sales, subject to a right of reinvestment, and refinancing facilities.
The New Term Loan Facility amortizes in equal quarterly installments in aggregate annual amounts equal to 1.00% per annum of the original principal amount of the loans funded thereunder. There is no scheduled amortization under the New Revolving Credit Facility.
The New Senior Credit Facility contains affirmative and negative covenants that are customary for financings of this type, including covenants that restrict our incurrence of indebtedness, incurrence of liens, dispositions, investments, acquisitions, restricted payments, transactions with affiliates, as well as other negative covenants customary for financings of this type.
The New Revolving Credit Facility also includes a springing financial maintenance covenant that is tested on the last day of each fiscal quarter if the outstanding loans and certain other credit extensions under the New Revolving Credit Facility exceed 35% of the aggregate amount of commitments thereunder, subject to customary exclusions and conditions. If the financial maintenance covenant is triggered, the first lien net leverage ratio will be tested for compliance not to exceed 7.10 to 1.00.
The New Senior Credit Facility also includes customary events of default, including the occurrence of a change of control.
The foregoing description of the terms of the New Senior Credit Facility does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the New Senior Credit Facility, a copy of which is filed as Exhibit 10.2 and incorporated herein by reference.
Item 3.03 Material Modification to Rights of Security Holders.
The information set forth under Item 5.03 below is incorporated by reference into this Item 3.03.
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On October 19, 2020, the Company filed an Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) and the Company’s Amended and Restated Bylaws (the “Bylaws”) became effective on such date. The Certificate of Incorporation and the Bylaws are filed herewith as Exhibits 3.1 and 3.2, respectively, and are incorporated herein by reference. The terms of the Certificate of Incorporation and Bylaws are substantially the same as the terms set forth in the forms previously filed as Exhibits 3.1 and 3.2, respectively, to the Registration Statement.
Item 8.01 Other Events.
On October 14, 2020, the Company announced the pricing of the initial public offering of 47,500,000 shares of its Common Stock at a price to the public of $22.00 per share. The offering consists of 7,000,000 shares of Common Stock being sold by the Company and 40,500,000 shares of Common Stock being sold by ATI Investment Parent, LLC (the “Selling Stockholder”), which owned 100% of Common Stock prior to the offering. In addition, the Selling Stockholder granted the underwriters a 30-day option to purchase up to 7,125,000 additional shares of Common Stock at the public offering price, less underwriting discounts and commissions. A copy of the Company’s press releases are attached hereto as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K and incorporated herein in their entirety.
On October 19, 2020, the Company completed its initial public offering of Common Stock. The Company and the Selling Stockholder sold 54,625,000 shares of Common Stock, including 7,125,000 shares of Common Stock after the underwriters fully exercised their option to purchase additional Common Stock from the Selling Stockholder.
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