Item 1.01 Entry into a Material Definitive Agreement.
As previously disclosed, on September 27, 2019, Powell Industries, Inc., a Delaware corporation (the “Company”), together with certain of its direct subsidiaries, entered into an Amended and Restated Credit Agreement (the “2019 Credit Agreement”) with the lenders party thereto, Bank of America, N.A., as Administrative Agent, Swingline Lender and L/C Issuer (“Bank of America”), and BofA Securities, Inc, as Sole Lead Arranger and Sole Bookrunner.
On March 12, 2021, the Company, together with certain of its direct subsidiaries, entered into a first amendment to the 2019 Credit Agreement (the “First Amendment”) with the lenders party thereto and Bank of America, as Administrative Agent, Swingline Lender, L/C Issuer and a Lender. The First Amendment amended the 2019 Credit Agreement by, among other things, (i) adding and amending certain terms related to the replacement of interest rate benchmarks in connection with the expected discontinuation of the publication of the London Interbank Offered Rate, and (ii) amending certain terms related to the calculation of the Company’s consolidated leverage ratio from gross leverage to net leverage.
The foregoing description of the terms of the First Amendment does not purport to be complete and is qualified in its entirety by the full text of the First Amendment, a copy of which is filed herewith as Exhibit 10.1.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.