| Item 1.01. | Entry into a Material Definitive Agreement. |
On March 2, 2012, Harsco Corporation (the “Company”) entered into an Amended and Restated Five-Year Credit Agreement (the “Credit Agreement”) among the Company, the lenders party thereto, Citibank, N.A., as administrative agent, RBS Securities Inc., as syndication agent, and the documentation agents party thereto. The Credit Agreement amends and restates the Company’s Three-year Credit Agreement, dated December 17, 2009 (the “Three-Year Credit Agreement”), that was set to expire in December 2012. There were no borrowings outstanding under the Three-Year Credit Agreement at the time the Credit Agreement was entered into.
Under the Credit Agreement’s revolving credit facility, the Company may borrow funds up to a limit of $525 million which limit may be increased up to $550 million at the option of the Company. The maturity date of borrowings under the facility is March 2, 2017. The Credit Agreement contains usual and customary affirmative and negative covenants and financial covenants including a covenant stipulating a maximum debt to capital ratio of 60% and a total consolidated EBITDA to consolidated interest charges ratio of 3.0. The Credit Agreement also contains usual and customary events of default that would permit the lenders to accelerate the loans if not cured within applicable grace periods. These events of default include the failure to make timely payments, the failure to satisfy covenants, and specified events of bankruptcy and insolvency. Borrowings under the Credit Agreement’s revolving credit facility are available in most major currencies with active markets and at interest rates based upon LIBOR, plus a margin.
From time to time, Citibank, N.A. and certain of the lenders under the Credit Agreement, or their affiliates, provide customary commercial and investment banking services to the Company and its affiliates.
The foregoing description of the Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Credit Agreement, which is attached hereto as Exhibit 10.1 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 under Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
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| (d) Exhibits. |
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| Exhibit 10.1. | Amended and Restated Five-Year Credit Agreement, dated March 2, 2012, among Harsco Corporation, the lenders named therein, Citibank, N.A., as administrative agent, RBS Securities Inc., as syndication agent, and the Bank of Tokyo-Mitsubishi UFJ, Ltd., HSBC Bank USA, National Association, ING Bank N.V., Dublin Branch, JPMorgan Chase Bank, N.A. and Lloyds TSB Bank PLC, as documentation agents** |
**Confidential treatment has been requested with respect to certain portions of the exhibit, which portions have been omitted and filed separately with the Securities and Exchange Commission.
