Item 1.01 Entry into Material Definitive Agreement.
On June 15, 2017, Tractor Supply Company (the "Company") entered into an
Incremental Term Loan Agreement (the "Agreement"), by and among the Company, as
Borrower, certain subsidiaries of the Company, certain lenders and Wells Fargo
Bank, National Association, as Administrative Agent, pursuant to an accordion
feature available under the Company's Credit Agreement by and among the Company,
certain subsidiaries of the Company, certain lenders, Wells Fargo Bank, National
Association as Administrative Agent, and Regions Bank as Syndication Agent, for
the lenders (the "Senior Credit Facility"). The Agreement increases the term
loan capacity under the Senior Credit Facility by $100 million, which is in
addition to the Senior Credit Facility's existing term loan and revolving credit
The Agreement is unsecured and has a five year term expiring on June 15, 2022.
Borrowings under the Agreement will bear interest at a variable rate; however,
similar to our existing term loan, the Company anticipates managing its exposure
to interest rate volatility with respect to the additional $100 million term
loan through an interest rate swap which we expect to effectively provide a
fixed rate for borrowings under the new term loan. Proceeds from the incremental
$100 million term loan will be used to pay down existing revolver debt under the
Senior Credit Facility.
The foregoing description of the Agreement does not purport to be complete and
is qualified in its entirety by reference to the incremental term loan
agreement, which is attached hereto as Exhibit 10.1, and the credit agreement
constituting the Senior Credit Facility which was filed as Exhibit 10.1 to
Current Report on Form 8-K, filed with the Commission on February 22, 2016,
Commission File No. 000-23314, and incorporated herein by reference.
Certain statements contained in this Current Report on Form 8-K are not
historical facts and are forward looking statements within the meaning of the
"safe harbor" provisions of the Private Securities Litigation Reform Act of
1995, as amended. Forward-looking statements may be identified by words such as
"anticipates", "believes", "expects" or other comparable terminology. Because
such forward looking statements contain risks and uncertainties, actual results
or events may differ materially from those expressed in or implied by such
forward looking statements. Factors that could cause actual results to differ
materially include, but are not limited to, the inability of the Company to
enter into an interest rate swap agreement. All of the forward looking
statements are also qualified by the cautionary statements contained in the
Company's Annual Report on Form 10-K and other filings with the Securities and
Exchange Commission. The Company undertakes no obligation to revise or update
any forward-looking statements, or to make any other forward-looking statements,
whether as a result of new information, future events or otherwise.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The information under Item 1.01 above is incorporated by reference hereunder.
Item 9.01 Financial Statements and Exhibits.
10.1 Incremental Term Loan Agreement, dated as of June 15, 2017, by and among
Tractor Supply Company, as Borrower, certain subsidiaries of the Company,
certain lenders and Wells Fargo Bank, National Association, as Administrative
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