UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 1.01 | Entry into a Material Definitive Agreement. |
Amendment and Extension of Accounts Receivable Securitization Facility
On May 22, 2020, RPM International Inc. (the “Company”) amended and extended its existing $200.0 million accounts receivable securitization facility (the “A/R Facility”) by entering into Amendment No. 5 to Amended and Restated Receivables Purchase Agreement, dated as of May 22, 2020 (the “RPA Amendment”), among the Company, RPM Funding Corporation, a special purpose entity (the “SPE”) whose voting interests are wholly owned by the Company, certain purchasers from time to time party thereto, PNC Bank, National Association, as administrative agent, and PNC Capital Markets LLC, as structuring agent.
The RPA Amendment extends the facility termination date of the A/R Facility to May 21, 2021 and increases maximum availability under the A/R Facility from $200.0 million to $250.0 million.
The A/R Facility will continue to include customary representations and covenants under the agreements, including an interest coverage ratio test if the Company does not maintain an investment grade public debt rating with at least two specified rating agencies.
The Company paid customary fees to the administrative agent for this financing.
The description contained herein of the RPA Amendment is qualified in its entirety by reference to the full text of the RPA Amendment, which will be filed as an exhibit to the Company’s Annual Report on Form 10-K for the fiscal year ending May 31, 2020, and is incorporated herein by reference.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| RPM International Inc. | ||||||
| (Registrant) | ||||||
| Date May 29, 2020 |
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/s/ Edward W. Moore | |||||
| Edward W. Moore | ||||||
| Senior Vice President, General Counsel and | ||||||
| Chief Compliance Officer |