Article 1.01. The conclusion of an important definitive agreement.
Quantity. The credit agreement provides for a revolving credit facility in an aggregate principal amount not exceeding
Maturity. The revolving credit facility ends on
Interest rate. Interest is payable in arrears on each interest payment date. Interest accrues on each loan at the Guaranteed Overnight Funding Rate (âSOFRâ) at the SOFR forward rate plus a spread of 1.85% to 2.35% subject to certain liquidity measures.
Security. The obligations of the Company are guaranteed by a security, which takes priority over any current and future debt and over any security, on all the rights, titles and interests of the Company on, on and under substantially all of the assets of the Company, and are guaranteed by each of the Company’s major national subsidiaries.
Alliances; Representations and guarantees; Other provisions. The credit agreement contains customary representations, guarantees and covenants, including the Company’s covenants limiting additional indebtedness, guarantees, liens, fundamental changes, mergers and consolidations, disposals of assets, investments and loans, certain business changes, transactions with affiliates and restricted payments (including dividends).
Default provisions. The credit agreement provides for the usual events of default for loans of this type, including, but not limited to, non-payment, breach or default in performance of covenants, insolvency, bankruptcy and the occurrence of a material adverse effect on the Company. In accordance with the Credit Agreement and the Guarantee Agreement, following the occurrence of an Event of Default, the Agent may, among other things, (i) expedite the payment of all obligations and terminate the Lender’s obligations under the credit agreement, or (iii) notify any of the Company’s account receivables to make payment directly to the Agent. While an event of default exists, all Outstanding Loans will bear interest at an annual rate equal to the rate that would otherwise be applicable to them plus 2.00%.
The foregoing description does not purport to be a complete summary of the terms of the Credit Agreement and is qualified in its entirety by reference to the Credit Agreement, a copy of which is filed as Exhibit 10.1 and is incorporated by reference herein.
Article 2.03. Creation of a direct financial obligation or obligation under an off-balance sheet arrangement of a registrant.
The information set out in Section 1.01 of this current report on Form 8-K is incorporated herein by reference.
Article 7.01. FD Regulation Disclosure.
The information set out in Section 7.01 (including Exhibit 99.1) hereof will not be considered âfiledâ for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (âExchange Actâ), or otherwise subject to the responsibilities of this section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly provided by specific reference in such a repository.
Item 9.01. Exhibits. (d) Exhibits. Exhibit No. Description 10.1 Credit Agreement, dated as of
December 10, 2021, by and among (i) SmartRent, Inc., (ii) the several banks and other financial institutions or entities party thereto, and (iii) Silicon Valley Bank, as the issuing lender, swingline lender, administrative agent, collateral agent for the lenders, and the lead arranger. 99.1 Press release, dated December 13, 2021, announcing the entry into the Credit Agreement. 104 Cover Page Interactive Data File (formatted as Inline XBRL).
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