Item 1.01 Entry into a Material Definitive Agreement
On April 11, 2012, Schnitzer Steel Industries, Inc. (the “Company”) and certain of its subsidiaries entered into an Amendment (the “Amendment”) to Second Amended and Restated Credit Agreement (as amended, the “Credit Agreement”), dated as of February 9, 2011, by and among the Company, as the US borrower, Schnitzer Steel BC, Inc. and Schnitzer Steel Pacific, Inc., as the Canadian borrowers, Bank of America, N.A., as administrative agent, and the other lenders party thereto.
The Amendment, among other things: (i) increased the aggregate commitment size of the US revolving loans by US$50 million such that the Credit Agreement provides for revolving loans of US$670 million and C$30 million; (ii) reduced the applicable margin rates such that the loans outstanding under the Credit Agreement will bear interest based, at the Company’s option, on either LIBOR or CDOR plus a spread of between 1.25% and 2.25%, with the amount of the spread based on a pricing grid tied to the Company’s leverage ratio, or the greater of the prime rate, the federal funds rate plus 0.50% or the British Bankers Association LIBOR Rate plus 1.75%; (iii) reduced the rates applicable to commitment fees
payable on the unused portion of the credit facility to rates between 0.15% and 0.35% based on a pricing grid tied to the Company’s leverage ratio, and (iv) extended the maturity date of the revolving loans under the Credit Agreement from February 2016 to April 2017. Except as modified by the Amendment as described above, the terms of the Credit Agreement remain the same.
The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by the full text of the Amendment, which is filed hereto as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
Amendment, dated as of April 11, 2012, to Second Amended and Restated Credit Agreement, dated as of February 9, 2011, among Schnitzer Steel Industries, Inc., as US Borrower, and Schnitzer Steel BC, Inc., Schnitzer Steel Pacific, Inc., as Canadian Borrowers, Bank of America, N.A., as Administrative Agent, and the other Lenders party thereto